/raid1/www/Hosts/bankrupt/TCREUR_Public/020716.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 16, 2002, Vol. 3, No. 139


                               Headlines


* C Z E C H  R E P U P L I C *

FLEXTRONICS INTERNATIONAL: Stops Czech Operations

* F R A N C E *

VIVENDI UNIVERSAL: Vivendi Environment Base Restructuring
FRANCE TELECOM: Plans Sale of EUR400 MM Eutelstat Stake

* G E R M A N Y *

BABCOCK BORSIG: Commerzbank CEO Slams Babcock's Supervisory Board
FAIRCHILD DORNIER: Gov't Will Ensure That Fairchild Stays Intact
FAIRCHILD DORNIER: Will Cut Half of 3,600 Workforce
CENIT AG: E-business Unit Receives FileNET Order
KINOWELT MEDIEN: Future Secured MBO to Continue Core Businesses
HERLITZ AG: Creditor Banks Agree to Restructuring Plan

* I R E L A N D *

ELAN CORPORATION: Locally Expands Biopharmaceutical Production

* N E T H E R L A N D S *

IFCO Systems: Additional Data on Terms of Debt Restructuring
IFCO SYSTEMS: Industrial Group Posts Full Year 2001 Results

* P O L A N D *

ELEKTRIM SA: Meeting of Holders of Elektrim's Bonds (Correction)
ELEKTRIM SA: Sale of Shares of El-Dystrybucja Sp. z o.o.

* S W I T Z E R L A N D *

SWISSAIR GROUP: Creditors Challenge Election of Committee

* U N I T E D   K I N G D O M *

ARCOTHERM LIMITED: Grant Thornton Sells Industrial Business
BIRMINGHAM AIRPARK: Administrators Sell Parking Business
BOND IT: Begbies Traynor Sell Adhesive Product Business
CSG HOLDINGS: Receivers Sell Plastic Injection Moulding Concern
EUROPEAN INDUSTRIAL: Receivers Sell Manufacturing Business
GUIDESTAR LIMITED: Administrators Sell Business as Going Concern
LIGHTING TECHNOLOGY: PricewaterhouseCoopers Sells Lighting Co
WILSON MANUFACTURING: Receivers Sell Construction Business
CONSIGNIA: Shake-Up of Delivery Services Starts July 15
CLAIMS DIRECT: Appoints Administrative Receiver
INTERX PLC:  Cancels Listing of Ordinary Share
ENERGIS: Banks Propose Rescue Deal for Energis
ESPORTA: Duke's Increased Offer of 87.5 pc Seals Esporta's Fate
EUROTUNNEL: Debt Refinancing Costs GBP50 MM in Fees


==========================
C Z E C H  R E P U P L I C
==========================


FLEXTRONICS INTERNATIONAL: Stops Czech Operations
--------------------------------------------------
Electronics manufacturer, Flextronics International terminated
its Czech operations resulting in 1,000 job losses because of
falling demand caused by a global economic slump, a report from
AFX News and Czech News Agency said.

AFX said "Flextronics had planned to invest up to 100 mln usd in
the plant in Brno, and had pledged to employ 3,000 workers by
2005 as a condition for buying the 50-hectare site for a nominal
sum."

Last Thursday, anti-monopoly office UOHS head Josef Bednar had
announced that UOHS is not going to issue a decision on
Flextronics public support. The office had given Flextronics a
go-ahead for the lease of and sale of land for building an
industrial park in Brno last July 2000, the Czech News Agency
(CTK) said.

Flextronics had planned to build a number of production
facilities in the Brno zone within five years and create at least
3,000 jobs, the news agency said.


===========
F R A N C E
===========


VIVENDI UNIVERSAL: Vivendi Environment Base Restructuring
---------------------------------------------------------
Vivendi Environnement and Vivendi Universal in its latest
statement to the press recently the details of a planned
restructuring of Vivendi Environnement's share capital. The
restructuring comprises of two successive transactions:

1. A secondary offering of up to 53.8 million shares of Vivendi
Environnement (or approximately 15.5% of Vivendi Environnement's
share capital before the capital increase described below) by the
financial institution that is the counterparty to the previously
announced "repo" financing with Vivendi Universal, as selling
shareholder, in a private placement in France and elsewhere.

Through this offering, the counterparty will have sold the shares
received from Vivendi Universal in the context of a financing
granted to Vivendi Universal on June 12, 2002 through a pension
livree, a French repurchase arrangement, initially covering 43.5
million shares of Vivendi Environnement, which may be increased
to up to 53.8 million shares

In addition, in order for the counterparty to be in a position to
deliver the same number of shares upon maturity of the French
repurchase arrangement on December 27, 2002, Vivendi Universal
will immediately effect a forward sale to the counterparty of the
same number of shares at the offering price.

The offering will be made through an accelerated bookbuilding
process to institutional investors. The offering price will be
set on the date of closing of the order book, which is expected
to occur on June 25, 2002 (or earlier).

As a result of these transactions, Vivendi Universal will receive
in  June 2002 net proceeds in the order of EUR1.7 billion, and
its debt under U.S. GAAP will be reduced at the end of December
2002 by the same amount without any market risk.


2. A reinforcement of Vivendi Environnement's shareholders'
equity through a capital increase of a maximum amount of
approximately EUR1.5 billion by the issuance of preferential
subscription rights to its shareholders.

A group of financial investors has committed to purchase and
exercise Vivendi Universal's preferential subscription rights and
to subscribe for all shares underlying any preferential
subscription rights that are not exercised.

The subscription price in the capital increase, the full
subscription of which is assured by the financial investors, will
be
equal to the secondary offering price less EUR1. Giving effect to
the capital increase and depending on the number of rights
exercised by the public, the financial investors will hold
between 6% and 13% of Vivendi Environnement's capital stock and
have agreed to a 6-month lock-up on these shares, subject to
certain exceptions.

After the secondary offering and the capital increase, Vivendi
Universal will hold approximately 42% of the common stock and
voting rights of Vivendi Environnement and has agreed to an 18-
month lock-up on these shares, subject to certain exceptions.

Following the capital increase, Vivendi Environnement will
dispose of the financial resources to ensure its development and
an increase its financial flexibility.

Moreover, the enhanced autonomy of Vivendi Environnement and the
increase in the size of its public float resulting from the
offering and the capital increase will enable its market profile
to improve. These transactions will allow Vivendi Universal to
pursue the implementation of its debt reduction policy.

Detail of Contemplated Transactions

Vivendi Environnement and the counterparty referenced above have
decided to proceed with a combined transaction consisting of a
sale of existing shares and an issuance of new shares of Vivendi
Environnement, in which Vivendi Universal will participate by
transferring its
preferential subscription rights to the financial investors
mentioned above and by effecting a forward sale maturing in
December 2002, at the offering price for the existing shares, of
the number of shares needed to unwind the financing transaction
by pension livree, a French
repurchase arrangement, entered into on June 12, 2002.

As a result, Vivendi Universal will not subscribe for new shares
in the capital increase. The purpose of the transaction, launched
on June 24, 2002, is to:

- restructure Vivendi Environnement's shareholder base, including
reducing Vivendi Universal's holdings to approximately 42% of
Vivendi Environnement's shares and voting rights,

- reinforce Vivendi Environnement's financial resources in order
to assure its development and increase its financial flexibility
through a capital increase of approximately EUR1.5 billion,

- create a group of financial shareholders representing between
6% and 13% of the capital and voting rights of Vivendi
Environnement upon completion of the capital increase (excluding
any shares held by these financial investors prior to the
transaction),

- permit Vivendi Universal to pursue the implementation of its
debt reduction policy approved by its board of directors and
senior management,

- provide Vivendi Universal's investors with a business profile
focused on its media and communications businesses, and

- may permit Vivendi Universal to deconsolidate Vivendi
Environnement's accounts in Vivendi Universal's financial
statements under U.S. GAAP, while allowing Vivendi Universal to
preserve actual control of Vivendi Environnement, which will it
may require Vivendi Universal it to continue to fully consolidate
Vivendi Environnement's accounts under French GAAP.

SALE OF VIVENDI ENVIRONNEMENT'S SHARES
The sale of the Vivendi Environnement shares previously held by
Vivendi Universal and transferred to the counterparty referenced
above will be made through an accelerated bookbuilding to
institutional investors.

The sale price will be set on the date of the closing of the
bookbuilding process, which is expected to close on June 25, 2002
(or earlier).

Following this offering, the counterparty will have sold the
Vivendi Environnement shares received from Vivendi Universal in
the context of a financing granted to Vivendi Universal on June
12, 2002 through a pension livree, a French repurchase
arrangement, initially covering
43.5 million shares of Vivendi Environnement and with the
possibility of raising the number of shares covered.

In addition, the terms relating to the unwinding of the French
repurchase arrangement upon its maturity in December 2002 have
been agreed upon and will be set forth in a forward sale contract
to be entered into by Vivendi Universal and the counterparty, at
the
offering price, and in respect of the same number of shares. As a
result, the unwinding of the French repurchase transaction upon
maturity will be effected without affecting the market for
Vivendi Environnement's shares and in a manner that ensures that
Vivendi Universal's participation in Vivendi Environnement will
meet Vivendi Universal's objective to maintain its stake at
approximately 42%.

VIVENDI ENVIRONNEMENT'S CAPITAL INCREASE
In accordance with the decision of the mixed general
shareholders' meeting held on April 25, 2002 and the prior
authorization of the Supervisory Board dated June 17, 2002,
Vivendi Environnement's Management Board approved, at its meeting
held on June 24, 2002, the principle of a capital increase in a
maximum amount of approximately EUR1.5 billion and granted its
Chairman the necessary powers to carry out such a capital
increase with preferential subscription rights.

The capital increase will not be launched until the sale of
Vivendi Environnement's shares referred to above is completed.
The capital increase will be described in a prospectus (note
d'operation) submitted to the approval (visa) of the French
Commission des operations de bourse.

The subscription price of the new shares will be equal to the
price of the existing shares sold by the Placement referred to
above, less EUR1.

The purpose of the capital increase is to allow Vivendi
Environnement to continue its development to respond to its
general financing needs. In addition, the capital increase should
also enable Vivendi Environnement to reinforce its financial
flexibility by securing its credit rating objectives, reducing
its cost of financing and optimizing its financial ratios.

Vivendi Environnement's objective is to achieve a ratio of EBITDA
to financial expenses of approximately 5.0 and a ratio of net
debt to EBITDA lower than or equal to 4.0 by 2004.

Vivendi Environnement's enhanced autonomy and the increase in the
size of its public float resulting from the sale of existing
shares and the capital increase will also permit Vivendi
Environnement to improve its market profile.


FRANCE TELECOM: Plans Sale of EUR400 MM Eutelstat Stake
-------------------------------------------------------
France Telecom negotiating with investment group Eurazeo to sell
its EUR400 million stake in the European satellite operator
Eurostat, as part of a plan of the French telecom's to reduce its
debt burden, report obtained from the Financial Times said.

The daily said the sale of the 23% Eurostat stake will part of
the France Telecom's plans to dispose a targeted EUR11 billion of
non-listed assets.

The company's debt is expected to balloon to more than EUR70
billion by the end of 2002, a debt crunch that prompted credit
rating agencies to assign downgrades, the paper said.

Standard and Poor's last Friday had downgraded France Telecom's
debt ratings to BBB-, at the brink of a junk status.

Eutelstat is the second largest operator of geostationary
satellites in Europe. It market value is about USD2 billion and
has an asset value of EUR1.6 billion according to its 2000
balance sheet. It was privatized last summer with France Telecom,
Telecom Italia, BT Group and Deutsche Telekom.

France Telecom owns a controlling stake in Equant, which provides
voice and data services to multinational corporations.

In addition, France Telecom owns a controlling interest in Groupe
Wanadoo, a leading European directory publisher and ISP. The
French government owns 55.5% of France Telecom.


=============
G E R M A N Y
=============


BABCOCK BORSIG: Commerzbank CEO Slams Babcock's Supervisory Board
-----------------------------------------------------------------
Commerzbank chief executive Klaus-Peter Muller has slammed
Babcock Borsig AG's supervisory board for "mismanagement" and
"serious decision-making errors," the Handelsblatt reported.

Mr. Muller also denied accusations from trade unions that
Babcock's creditors, which include Commerzbank had decided
without "social conscience" when they refused to back a rescue
package that led the company into insolvency, the paper reported.

Last week, Babcock was forced to declare itself insolvent after
talks with creditors failed. The creditors had rejected a EUR750
rescue package for the engineering company saying Babcock's debts
exceeded its assets by a total of EUR170 million.

Mr. Muller defended Commerzbank's decision saying, "It was
foreseeable that new capital requirements would have arisen in
just a few months, but these were not accounted for in the
proposed rescue package," the daily reported.

In addition, Mr. Muller said that if he had agreed to the rescue
package he would have possibly damaged the bank because
Commerzbank would have been forced to write-off Babcock's debts
immediately, the daily said.

Mr. Muller also denied claims by IG Metall trade union chief
Klaus Zwickel that Commerzbank's refusal to back the packages was
aimed at damaging the government in the forthcoming general
elections, Handelsbaltt said.


FAIRCHILD DORNIER: Gov't Will Ensure That Fairchild Stays Intact
----------------------------------------------------------------
Insolvent German airship manufacturer, Fairchild Dornier might
stay intact despite blown chances of a takeover of its flagship
728/928 program by Alenia Aeronautica SpA, the Handelsblatt
reported.

The daily said the Bavarian government is keen on helping
Fairchild avoid a break-up. Economics Minister Otto Wiecheu of
Bavaria's Christian Social Union has opened talks with European
Aeronautics, Defense and Space Company (EADS), which has already
announced plans to extend an employment offer to 400 qualified
employee from the insolvent company.

EADS chief executive Rainer Hertrich has noted that the company
however has no plans to getting into new engagements with
Fairchild. He the Fairchild employees will be spread among EADS's
existing military and defense-electronics divisions, as well as
other units such as, Eurocopter and Airbus, the paper said.

Mr. Hewrtrich also said EADS has not plans of buying Fairchild
outright.

Mr. Wiesheu has argued that EADS should start thinking about the
use of Fairchild's company structures and not just plan on taking
in its employees. He suggests the setting-up of a development
center at Fiarchild's main site in Oberpfaffenhofen, the paper
said.

EADS already own a large part of the Oberpfaffenhofen plant where
Fairchild assembles components for its Airbus unit.

Fairchild Dornier opened insolvency proceedings at the start of
June. Its hopes collapsed when Canadian aircraft maker Bombardier
Inc. abandoned talks on taking over its 728/928 program for a 70-
seater regional jet. The German company had already invested EUR1
billion in the program and this coupled with a low turnout on
anticipated sales led to further financial woes, the paper said.

Fairchild then pinned its hopes on Alenia for the 728/928
project. But Alenia later backed out of a possible deal because
it couldn't takeover the project on its own and had not found a
partner.


FAIRCHILD DORNIER: Will Cut Half of 3,600 Workforce
---------------------------------------------------
Insolvent airship maker, Fairchild Dornier will resort to cutting
half of its 3,600 workforce following its failure to stamp a deal
with Alenia Aeronautica, which refused to take over the company's
728/928 program, said Fairchild's insolvency administrator, a
report from AFX News said.

Insolvency administrator, Mr. Eberhard Braun said that Alenia
could not do the take over alone and needed to find other
partners that why it backed out of the bid, the news outfit said.

Alenia was seen as the last hope for Fairchild after Bombardier
Inc pulled out of the bid for the jet program.

Mr. Braun further disclosed that he would now concentrate on
finding other buyers for Fairchild's smaller 328 jet and its
Airbus component manufacturing plant, AFX said.


CENIT AG: E-business Unit Receives FileNET Order
------------------------------------------------
CENIT's business unit e-business accepts the overall IT
responsibility for the introduction and operation of the complete
processing at Schafer Shop GmbH, an internationally operating
mail order firm, the Stuttgart-based Germany group announced
Friday.

The order includes the development of the IT strategy, the
delivery of hardware and software as well as the implementation
and support of the systems. All processing activities at Schäfer
Shop will be converted to FileNET eProcess Workflow-Technologies.

In Schafer Shop's headquarter in Betzdorf/Sieg, Germany, more
than 1,000 employees are managing the national and international
business processes.

The employees in the high-tech equipped shipping department have
to handle approximately 10,000 order incomes and 12,000
deliveries every day.

An order in the services and FileNET software area of this size
is a great success for CENIT, as is the fact that this customer
converts his systems from a competitor's product to FileNET.

CENIT AG's core activities include the development and
distribution of software systems and solutions for the
automobile, financial services and engineering industries.

Contact Information:

CENIT AG Systemhaus
Fabian Rau
Investor Relations
Industriestr. 52-54
D-70565 Stuttgart

Telephone:  (+49) 7 11 / 7 825-3185
Fax: (+49) 7 11 / 7 825-4185
Email: F.Rau@cenit.de


KINOWELT MEDIEN: Future Secured MBO to Continue Core Businesses
---------------------------------------------------------------
Dr Wolfgang Ott, Administrator of Kinowelt Medien AG and Kinowelt
Lizenzverwertungs GmbH, has begun negotiations on the takeover of
the core business of Kinowelt (theatrical distribution, home
entertainment, license dealing) with the group of investors led
by Marcus Schofer and Dr Jerry Payne (both managing directors
within the Kinowelt Media Group).

On July 9, 2002 the Creditor Committee (ABN Amro Bank, BHF Bank
and HypoVereinsbank) for both insolvent companies had empowered
the Administrator to accept the offer made by this group of
investors.

The Administrator assumes that the negotiations will be concluded
in such time as to enable business to be continued without
interruption within the new company from the beginning of August
2002.

The so-called management buy out (MBO) model by Schofer and Payne
envisages the rapid formation of a new company to trade under the
name "Neue Kinowelt Medien GmbH".

The new company will take over and continue business operations
in theatrical distribution, home entertainment and license
dealing as an independent company.

The brand "Kinowelt" as well as the subsidiaries Kinowelt Home
Entertainment GmbH, Kinowelt Filmverleih GmbH and various
rightholding companies will be taken over by way of a share deal.

In addition, "Neue Kinowelt Medien GmbH" will aquire all assets
held by the insolvent Kinowelt Lizenzverwertungs GmbH.

The concept of Schofer and Payne is aimed at retaining most jobs
in these core businesses. The Administrator will shortly begin
discussions with the Works Council on a possible reduction of
staffing levels.

Kinowelt's core businesses are running and will continue to run
according to plan and in their full extent.

Subsidiaries or holdings which do not belong to the core business
(such as MCP Sound & Media, Rialto Film) have in the meantime
been sold by the Administrator. Other holdings peripheral to the
core business are for sale resp. will go into liquidation.

Dr Michael Kolmel and Dr Rainer Kolmel are no longer engaged in
the operational affairs of Kinowelt Medien AG and Kinowelt
Lizenzverwertungs GmbH. These responsibilities have passed on to
the Administrator.

Furthermore, Dr Michael Kolmel and Dr Rainer Kolmel no longer
hold their positions as Managing Directors resp. Co- Managing
Directors in the majority holdings within the Kinowelt Media
Group.


HERLITZ AG: Creditor Banks Agree to Restructuring Plan
--------------------------------------------------------
Creditor banks of Herlits AG have agreed to a restructuring plan,
which could help the company emerge from insolvency, said banking
sources, a report from AFX News said.

Citing the bank sources, AFX said the restructuring could rescue
majority of the company's 2,700 jobs and give it considerable
financial relief.

Creditor banks are expected to announce their final decision on
Monday.

The consortium of creditor banks, led by Deutsche Bank AG, owns
roughly 70 pct of Herlitz. The company filed for insolvency in
April after accumulating debts of EUR300 million.


=============
I R E L A N D
=============


ELAN CORPORATION: Locally Expands Biopharmaceutical Production
--------------------------------------------------------------
Elan Corporation, plc will finish its renovation project of the
old General Semiconductor, Incorporated (New York, US) building
in Macroom, County Cork sometime in June, with commercial
operation of the new biopharmaceutical site beginning in July, a
statement to the press said Friday.

Elan Corporation plc is a pharmaceuticals company with
headquarters in Dublin. It operates through its two main business
units: Elan Pharmaceuticals (EP) and Elan Pharmaceutical
Technologies (EPT).

EP is involved in the discovery, development and marketing of
products in the therapeutic areas of neurology, pain management,
oncology, infectious diseases and dermatology.

Clinical development programs are ongoing in the fields of
Alzheimer's disease, multiple sclerosis (MS), inflammatory bowel
disease, Parkinson's disease, spasticity and oncology.

EPT is engaged in the development, licensing and marketing of
drug delivery products, technologies and services to
pharmaceuticals industry clients on worldwide basis.

ELAN reported USD964.6 million in losses in its December 2001
profit and loss statement.  On the same period, the group
reported USD6.8 billion in assets and USD4.3 billion in
liabilities.


=====================
N E T H E R L A N D S
=====================


IFCO Systems: Additional Data on Terms of Debt Restructuring
------------------------------------------------------------
IFCO Systems N.V. announced Friday further details of the
economic terms of the agreement in principle regarding a
restructuring of the Company's EUR 200 million 10.625% Senior
Subordinated Notes due 2010.

The agreement in principle between the Company and a committee
representing the holders of in excess of 70% of the outstanding
principal amount of the Company's Notes to exchange the Notes for
ordinary shares in IFCO in a debt for equity swap was announced
on June 28, 2002.

Under the terms of the proposed restructuring, all capital lease
obligations of the Company will remain unaffected and are to be
paid in full as such claims become due and payable. Trade
creditors, vendors, suppliers and other general unsecured and
unsubordinated creditors of the Company will remain unaffected by
the proposed restructuring and are to be paid in full as such
claims become due and payable.

It is not expected that any chosen implementation method of the
proposed restructuring will affect any of the Company's European
subsidiaries or have any material impact on the business
operations of the Company in Europe or North America.

It is also intended that any chosen implementation method will
not cause any interruption to the service provided to IFCO's
customers, trade creditors, vendors, and suppliers. In any event,
as mentioned above, the Company's trade creditors, vendors and
suppliers will remain unaffected and unimpaired and are to be
paid in full as such claims become due and payable.

Further details regarding the proposed restructuring are found in
Annex A http://bankrupt.com/misc/annexA.pdf.The consummation of
the proposed restructuring is subject to certain conditions
detailed in Annex A.


IFCO SYSTEMS: Industrial Group Posts Full Year 2001 Results
-----------------------------------------------------------
IFCO Systems N.V., a global leader in round-trip logistic systems
and services, announces results for fiscal 2001.

In compliance with US GAAP, the numbers discussed below
(including the pro forma 2000 numbers) relate only to the
Company's continuing businesses, except as noted.

For the full year 2001, IFCO Systems reported a total net loss of
US$201.3m, of which US$84.3m is related to discontinued
operations, resulting from the sale of the Pallet Manufacturing
and Industrial Containers division.

The majority of the US$117.0m loss on continuing businesses is
made up of an impairment charge relating to IFCO's world-wide
crate pool as a result of the ongoing upgrade program to a new
crate generation. Based on the negotiated timeframe of the
replacement program, the company performed an analysis of the
useful life of the existing pool and consequently, the potential
for an impairment.

Therefore, in accordance with SFAS (Statement of Financial
Accounting Standards) No. 121, an impairment charge of US$65.3m
was recorded against the carrying value of the world-wide crate
pool. A further impairment charge of US$4.8m is related to fixed
assets in the Pallet Pooling division in Canada.

A further net loss of US$17.8m is related to non-operational
charges, which primarily relate to non-recurring and
restructuring items, which were necessary to streamline and
refocus the Company on its core businesses and achieve
profitability in the future.

After these extraordinary charges the Company recorded a loss on
operations, before taxes, of US$30.9m (US$29.1m after tax), of
which interest payments alone accounted for US$29.4m in the year
2001.

Sales from continuing operations (which exclude revenue of
US$3.3m from Argentina which was deconsolidated at end 2001, and
revenues of US$1.6m from ISL which was terminated at end 2001)
for 2001 totalled US$375.7m compared to pro forma revenues of
US$376.7m in the same period in the prior year, a change of 0.3%.

EBITDA from continuing operations (in which Argentina and ISL
EBITDA have also been excluded), resulted in US$41.3m in 2001
compared to pro forma EBITDA of US$43.0m in the prior year
period, with the EBITDA margin declining slightly from 11.4% in
pro forma 2000 to 11.0% in 2001.

The shortfall in the EBITDA expectations was primarily due to the
worse economic environment in the U.S. in the second half of the
year, which impacted the Pallets Services division and a
significant write-off in the Pallet Pooling division in Canada
which led to an EBITDA loss, in this division, in Q4 2001.

This shortfall was mainly compensated by the significant
reduction in overhead expenses of US$7.7m. Further savings were
achieved in reducing overall SG&A expenses down to 13.9 as a
percentage of sales in 2001.

RPC trips increased by 5.1%, which led to a rental revenue
increase of 5.5%, while other sales declined by 23% compared with
the previous year. As a result, the RPC division achieved
revenues of US$152.9m in the full year 2001 which is 3.3% higher
than the prior year.

The pool-size of 70.5 million crates at the end of 2001 is almost
unchanged since year end 2000, due to the company's decision not
to grow the current pool in order to improve utilization. EBITDA
in 2001 for the RPC business totalled US$33.0m, compared to
US$32.1m in the prior year, an increase of 2.8%. The EBITDA
margin for the RPC business remained almost unchanged in 2001,
with 21.6% compared to 21.7% in the year 2000. RPC North America
showed particularly strong growth in revenues and EBITDA.

Pallet Services revenues for 2001 amounted to US$205.0m compared
to pro forma revenues of US$210.9m in 2000 which was a decline of
2.8%. The sales decline, and specifically the decline in the
EBITDA performance of US$18.8m for the full year 2001 compared to
US$25.3m in the year 2000, reflect the tough U.S. economic
environment in the second half of the year.

The events of Sept. 11 resulted in a drastic drop in consumer
confidence, which caused a supply and demand imbalance in
pallets, leading to severe price erosions. Margins significantly
deteriorated in the second half, declining from 12.2% in the
second half of 2000 to 6.7% in second half 2001.

Pallet Pooling Services in Canada achieved revenues of US$17.8m
in 2001, which is unchanged compared to 2000.

However, in Q4 the Company detected irregular internal business
processes resulting in an EBITDA loss of US$2.2m for total 2001
compared to a positive EBITDA of US$1.5m in the prior year. The
existing management was replaced and under new leadership, this
division is expected to return to EBITDA profitability by the
second quarter of 2002.

Debt, including the EUR 200m 10 5/8 Senior Subordinated Notes as
well as capital lease obligations, as at Dec. 31, 2001 totalled
US$328.9m against US$362.6m as at Dec. 31, 2000. The reduction,
reflects the proceeds of the sale of the Pallet Manufacturing
division in October 2001.

Year on year working capital improved by US$39.6m. Operational
cash flow, including discontinued businesses, was negative
US$4.1m compared to negative US$7.7m in the year 2000.

The Company announced on March 15, 2002 that it had commenced
negotiations with an ad hoc committee of noteholders and that it
would therefore not pay the interest due on its senior
subordinated notes, resulting in an event of default under the
Company's senior subordinated notes, in turn triggered a cross-
default under the Company's senior credit facility. The Company
also currently has certain covenant defaults under the senior
credit facility.

The Company is involved in ongoing discussions with the lenders
on the senior credit facility regarding its debt restructuring
and amendments to the senior credit facility provisions.

As previously announced, after negotiations with an ad hoc
committee of noteholders representing the holders of over 70% of
the outstanding principal amount of the senior subordinated
notes, the Company reached an agreement in principle on June 28,
2002 to restructure the senior subordinated notes by means of
exchanging the senior subordinated notes for the Company's
ordinary shares in a debt-for-equity swap. The Company will
announce the terms of the proposed restructuring in due course.

Following the resignation of Jim Griffin, president North
America, at the end of the year 2001, David Russell was appointed
president, North America in December 2001. David was recruited by
IFCO Systems in 2000 and had previously been senior vice
president and general manager of the RPC Division in North
America.

The company intends to release the results for the Q1 2002 in the
week beginning July 15, 2002 and will hold a conference call on
the 23 July 2002, details of which will be posted on the
Company's Web page in due course.

The full year 2001 financial statements will be filed Friday with
the Deutsche Borse AG and is also available on the Company's Web
page www.ifco.de or www.ifcosystems.com.


===========
P O L A N D
===========


ELEKTRIM SA: Meeting of Holders of Elektrim's Bonds (Correction)
----------------------------------------------------------------
The Management Board of Elektrim S.A. rectifies current report no
111/02 dated July 9 and announces the following:

On July 9, 2002, Elektrim S.A., as guarantor of EUR 440 million
exchangeable bonds due 2004 issued by Elektrim Finance BV, called
a meeting of bondholders to approve a resolution regarding the
restructuring of the bonds.

The meeting of bondholders will be held on July 31, 2002, at 9.30
London time, in the offices of Skadden, Arps, Slate, Meagher &
Flom LLP at One Canada Square, Canary Wharf, London E14 5DS, UK.

The key terms and conditions of the proposed restructuring of
exchangeable bonds are as follows:

(a) value of issuance: PLN 1,795,024,000 (EUR 440,000,000)
including issuance of class A bonds in aggregate principal amount
of PLN 1,436,019,200 (EUR 352,000,000) and issuance of class B
bonds in aggregate principal amount of PLN 359,004,800 (EUR
88,000,000);

(b) minimum denomination of the restructured bond: PLN 407.96,
the equivalent of EUR 100;

(c) split of exchangeable bonds: holder of one exchangeable bond
with a denomination of PLN 4,079.60 (the equivalent of EUR 1,000)
will become the holder of eight class A bonds and two class B
bonds each with a denomination of PLN 407.96 (the equivalent of
EUR 100);

(d) redemption dates and terms: (I) five days after the approval
by bondholders of a resolution regarding debt restructuring and
following satisfaction of a number of conditions precedent for an
amount of approximately EURO 100,000,000 (principal amount of
EURO 75,500,000 plus premium and accrued interest), provided,
however, that only holders of class A bonds will be entitled to
the amounts due on the redemption of bonds, (II) 15 December 2002
(or any earlier date) for an amount of approximately EURO
100,000,000 (principal amount of EURO 85,200,000 plus premium and
accrued interest), provided, however, that only holders of class
A bonds will be entitled to the amounts due on the redemption of
bonds, (III) immediately following the sale by Elektrim S.A. of
the stake of shares of Elektrim Telekomunikacja Sp. z o.o., and
(IV) 30 June 2004;

(e) sale of bonds: not later than 15 business days after the
redemption date referred to in item (d) (I) above BRE Bank S.A.
and/or any one or more of its affiliates will acquire all class B
bonds then outstanding for approximately EURO 100,000,000
(principal amount of EURO 88,000,000 plus premium and accrued
interest);

(f) redemption price: on 15 June 2002, the price will be 111.3%
and will subsequently be determined with reference to the
accreted value percentages in the amount of 117.41% as at 15
December 2002, 123.82% as at 15 June 2003, 132.08 % or 133.10% as
at 15 December 2003 depending upon whether and when the guarantor
has pledged its shares in Zespol Elektrowni Patnow-Adamow-Konin
S.A., and 142.82%, 143.92% or 144.43% as at 30 June 2004
depending upon whether and when the guarantor has pledged its
shares in Zespol Elektrowni Patnow-Adamow-Konin S.A.,

(g) the interest for the period from 17 December 2001 to 14 June
2002 inclusive - 7% p.a., for the period from 15 June 2002
inclusieve to the date referred to in item (d) (I) above - 3.75%
p.a., from the date referred to in item (d) (I) above - 3.75%
p.a.;

(h) security: pledges in favour of Citibank N.A. as Security
Agent on the shares held be Elektrim S.A. in the following
companies: Elektrim Telekomunikacja Sp. z o.o., Elektrim Volt SA,
Megadex SA, Zespol Elektrowni Patnow-Adamow-Konin S.A. - subject
to the approval of the Ministry of the State Treasury, Port
Praski Sp. z o.o., Mostostal Warszawa SA, Rafako S.A. Carcom
Warszawa Sp. z o.o.; the pledges will be released upon
redemptions or in connection with the sale of any such assets
provided the proceeds of which shall go towards repayment of the
bonds; for the purposes of the relevant pledge agreements a value
of EURO 316,000,000 has been placed on Elektrim's holding in
Elektrim Telekomunikacja Sp. z o.o. and a value of EURO
34,000,000 has been placed on Elektrim's holding in Carcom
Warszawa Sp. z o.o.;

(i) the restructured bonds will not be subject to conversion into
exchangeable bonds or into shares of Elektrim S.A.

The restructuring of the bonds is governed by English law. If the
exchangeable bonds are restructured, the terms and conditions of
the convertible bonds issued by Elektrim S.A., pursuant to the
resolution of the Extraordinary Meeting of Shareholders of
Elektrim S.A. of May 28, 1999, will be amended so as to replace
the existing global certificate with new global certificates for
the class A bonds and the class B bonds with new terms and
conditions analogous to the terms and conditions of the
restructured exchangeable bonds, including, inter alia, the
removal of the right to convert the convertible bonds into shares
of Elektrim S.A.


ELEKTRIM SA: Sale of Shares of El-Dystrybucja Sp. z o.o.
--------------------------------------------------------
The Management Board of Elektrim S.A. announce last week that it
was informed on July 8 that the conditions precedent relating to
the agreement providing for the sale of 1% of shares of El-
Dystrybucja Sp. z o.o. held by Elektrim S.A., Elektrim - Volt
S.A. and Patn·w-Adam·w-Konin S.A group of power plants to BRE
Bank S.A. have been satisfied:

- Judge Commissioner of Elektrim S.A. has consented to the
content of the agreements, and

- All shareholders of El-Dystrybucja Sp. z o.o. have consented to
the purchase of shares by BRE Bank S.A. (current report no
99/02).


=====================
S W I T Z E R L A N D
=====================


SWISSAIR GROUP: Creditors Challenge Election of Committee
---------------------------------------------------------
In his last weekly report, the administrator of the Swissair
Group -- www.sachwalter-swissair.ch --, Karl Wuthrich of Wenger
Plattner, stated that following the meeting of creditors of the
SairGroup on June 26, 2002, three creditors had challenged the
election of the Creditors' Committee.

In a letter dated July 5, 2002 to the district court
(Bezirksgericht) of Zurich, one of the creditors withdrew his
appeal. Legal proceedings concerning the two other appeals are
still pending.

Also in a letter dated July 5, 2002 to the Zurich district court,
lawyer Dr. Thomas Sprecher stated that he is not available to
serve on the SAirGroup Creditors' Committee.

His seat on the Creditors' Committee of Flightlease AG is not
affected by this decision.

Contact Information:

Filippo Th. Beck, Wenger Plattner
Telephone +41 (0)1 914 27 70
Fax +41 (0)1 914 27 88


===========================
U N I T E D   K I N G D O M
===========================


ARCOTHERM LIMITED: Grant Thornton Sells Industrial Business
-----------------------------------------------------------
Arcotherm Limited

Main features of the business include:

- Heat for hire business
- Turnover approximately GBP1 million
- Freehold property at Burslem, Stoke-on-Trent

Contact Information:

Andrew Menzies and Neil Tombs
Joint Administrative Receivers
Grant Thornton
Enterprise House
115 Edmund Street
Birmingham B3 2HJ

Telephone: 0121 212 4000
Fax: 0121 212 4010
Email: katheryn.thompson@gtuk.com


BIRMINGHAM AIRPARK: Administrators Sell Parking Business
--------------------------------------------------------
Birmingham Airpark Limited Trading as Fly Away Parking

Main features of the business include:

- Off airport parking for 1300 vehicles near to Birmingham I
   International Airport
- Turnover approximately GBP1.25 million
- Leasehold property at Hams Hall

Contact Information:

Andrew Menzies and Neil Tombs
Joint Administrative Receivers
Grant Thornton
Enterprise House
115 Edmund Street
Birmingham B3 2HJ

Telephone: 0121 212 4000
Fax: 0121 212 4010
Email: katheryn.thompson@gtuk.com


BOND IT: Begbies Traynor Sell Adhesive Product Business
-------------------------------------------------------
Bond It Limited
(In Administrative Receivership)

Distributor of Silicon and Adhesive Products

The Joint Administrative Receivers, Gary Lee and Andrew Dick of
Begbies Traynor offer for sale the business and assets of the
above company as a going concern.

The Principal features are:

- Turnover in excess of GBP5 million, predominantly in the UK
- Located 3 miles from Junction 25 of M62
- Well known brand name
- Experienced work force
- Substantial customer base

Contact Information:

Sarah Bell or Gary Birchall
Begbies Traynor
Elliot House
151 Deansgate
Manchester M3 3BP

Telephone: 0161 839 0900 or 01484 727400
Fax: 0161 832 7436
Email: manchester@begbies-traynor.com


CSG HOLDINGS: Receivers Sell Plastic Injection Moulding Concern
---------------------------------------------------------------
CSG Holdings Limited
Plastic Injection Moulding Business
(In Receivership)

Main features of the business include:

- Turnover GBP1 million
- Leasehold property at Hyde, Cheshire

Contact Information:

Andrew Menzies and Neil Tombs
Joint Administrative Receivers
Grant Thornton
Enterprise House
115 Edmund Street
Birmingham B3 2HJ

Telephone: 0121 212 4000
Fax: 0121 212 4010
Email: katheryn.thompson@gtuk.com


EUROPEAN INDUSTRIAL: Receivers Sell Manufacturing Business
----------------------------------------------------------
European Industrial Services Limited
Specialist Manufacturer of Screws and Fastenings

The Joint Administrators, offer for sale, as a going concern, the
business and assets of European Industrial Services Limited, a
manufacturer of screws and fastenings.

Principal features include:

- Quality blue chip customer base
- Specialist plant and machinery
- Leasehold premises in Smethwick, Birmingham and 6 depots
located
    throughout the UK
- Turnover approximately GBP15 million
- 200 skilled workforce
- Quality accreditation QS9000 and environmental standard ISO
14001

Contact Information:

Mark Orton or Andy McGill
KPMG
2 Cornwall Street
Birmingham B3 2DL

Telephone: 0121 232 3278
Fax: 0121 335 2501


GUIDESTAR LIMITED: Administrators Sell Business as Going Concern
----------------------------------------------------------------
Guidestar Limited
(In Administrative Receivership)

The Joint Administrative Receivers, D Whitehouse and C P Holder,
offer as a going concern the business and assets of Guidestar
Limited.

Main features of the business include:

- Historic turnover of cGBP6m
- Exclusive rights to Regal brand name
- Significant stockholding of brand name equipment
- Blue chip names amongst substantial customer base

Contact Information:

David Whitehouse or Steve Muncaster
Kroll Buchler Phillips
1 Oxford Court
Bishopsgate
Manchester M2 3WR

Telephone: 0161 228 6622
Fax: 0161 228 1199
Email: jcousen@buchler-phillips.co.uk


LIGHTING TECHNOLOGY: PricewaterhouseCoopers Sells Lighting Co
-------------------------------------------------------------
The Lighting Technology Group Limited
(In Administration)

Suppliers and Install of Entertainment and Industrial Lighting

The Joint Administrative Receivers, David Langton and Bob Bailey,
offer for sale the business and assets of this group of
companies, namely Lighting Technology Group Ltd, Lighting
Technology Projects Ltd and Cerebrum Lighting Ltd. The group is
bases in London but operates from a number of nationwide
locations.

Principal activities being the supply and installation of
lighting for the entertainment and other industries

Principal features of the business include:

- Annual turnover circa GBP13 million
- Bluechip customer base, with c10% exports worldwide
- UK distributorships for international OEMs
- 5 main locations (London, New Malden, Corby, Manchester,
Newcastle)
    Paris based subsidiary (Durango SARL)
- Experienced, skilled workforce of circa 80

Contact Information:

Karen Wilkins or Neil Turner
PricewaterhouseCoopers
Exchange House
Central Business Exchange
Midsummer Boulevard
Central Milton Keynes MK9 2DF

Telephone: 0121 265 5631
Fax: 0121 265 5651
Email: karen.wilkins@uk.pwcglobal


WILSON MANUFACTURING: Receivers Sell Construction Business
----------------------------------------------------------
Wilson Manufacturing Holdings
George Wilson Homebuilders
Watson Dallas Group
(In Receivership)

Building Solutions Companies

The Joint Receivers, Bruce Cartwright and Iain Bennet, offer for
sale the businesses and assets of these Scottish based building
solutions groups.

Principal features of the business include:

- Housebuilding business with multiple project portfolio
- Tiber frame buildings businesses specializing in design and
   manufacture
- PVC door and window manufacturing business
- Overall turnover of circa GBP 40 million per annum
- 220 employees across the group
- Multiple freehold and leasehold propertis located in
Lanarkshire,
    Stirlingshire and Perthshire
- Capacity to produce 1500 timber building units, 1200 window
units and
    770 door units per annum
- Computerized factory systems
- Extensive land bank
- Strong regional identity

Contact Information:

John Montague
PricewaterhouseCoopers
Erskine House
68-73 Queen Street
Edinburgh EH2 4NH

Telephone: 0131 226 4488
Fax: 0131 265 4029
Email: john.g.montague@uk.pwcglobal.com


CONSIGNIA: Shake-Up of Delivery Services Starts July 15
--------------------------------------------------------
Pilot schemes for Royal Mail's shake up of delivery services -
announced in June as a key part of Consignia's three-year plan to
return to profitability - will start from July 15. The changes -
in 14 areas around the country - mean a single delivery each day.

In the pilot schemes, customers receiving high volumes of mail
(in the pilots this means some 20 or more letters a day on a
regular basis) will get a delivery before 9am. Most other
customers will receive their mail between around 9am and
lunchtime.

Royal Mail will save some GBP350 million gross a year by
reorganizing deliveries. A single delivery over a longer time
span is more efficient, eliminating the cost of traveling the
same route twice to deliver a small amount of mail to just a few
customers.

Today, the second delivery accounts for 20 per cent of Royal
Mail's delivery costs but now carries only four per cent of the
UK's mail. The change to single delivery will mean a million more
First Class letters a week arriving on time, the next working day
after posting.

Gillian Wilmot, Royal Mail's Managing Director for mails markets,
said: "Royal Mail is cutting costs and improving efficiency in a
commonsense and responsible way.

"We are balancing the needs for a reliable next day service with
safeguarding an affordable service for everyone.

"Introducing single deliveries plays a crucial role in moving to
a five-day week for our hardworking postmen and women whilst
retaining a six-day service for customers."

The changes -with other efficiency measures across the Consignia
group will result in some 17,000 jobs becoming redundant over
three years.

"Moving to single deliveries is a vital part of Consignia's plan
to turn around the GBP1.1 billion pre-tax loss it announced in
June, which included an underlying loss of GBP318 million from
day-to-day operations," said Gillian Wilmot.

"But at the same time Royal Mail will offer more choice to
customers and new services will be part of the pilot schemes."

Paid-For Early Delivery Services:
A new, additional service means customers may choose to pay for a
delivery before 9am. In the pilots the price for this service
will be just over GBP14 per week. This will be part of the
evaluation of the pilots with the industry regulator Postcomm and
the consumer body Postwatch.

Customers in the pilot areas will also be able to collect their
mail early from delivery offices free of charge. These new
service options will be available in the pilot areas when the
delivery patterns change.

Royal Mail already offers a range of paid-for enhancements to
delivery and collection services. Timed Delivery Service has been
available for many years to business customers and costs just
over GBP40 per week for customers within ten miles of their
delivery office. This service offers customers a choice of
delivery of all available mail at an agreed time within a 15-
minute window. Regular daily collections from business premises
can be bought for just under GBP9 per week.

More Choice To Come:
Royal Mail is planning future trials of other new services
including the choice of redelivery of mail in the evening if the
customer was out during the day.

A Royal Mail trial is underway for the growing number of
businesses with employees who work from home. Named Office to
Home, it offers a bespoke package of mail services providing
support to home workers.

Postal regulator Postcomm and consumer watchdog Postwatch are
fully involved and there will be communications with customers in
the pilot areas providing information on delivery changes and the
additional services being tested.


CLAIMS DIRECT: Appoints Administrative Receiver
------------------------------------------------
As stated in the announcement made on 10 July 2002, Claims Direct
submitted a petition to the High Court to grant an Administration
Order to continue trading while an Administrator assessed the
Company's financial position.

However, this petition was opposed by First National Bank, one of
the Company's creditors, which subsequently appointed its own
Administrative Receiver.

Having taken legal advice, the Board of Claims Direct has decided
to withdraw its petition for the Administration Order and
relinquish control of the Company to the Administrative Receiver.

Ronnie Henderson, Chief Executive of Claims Direct said:

"It became clear that the continuance of the petition for an
Administration Order would lead to a prolonged legal wrangle,
which I believe would be damaging to all concerned.

"I am of course extremely disappointed that we have been placed
in this position but I have been assured that the Administrative
Receiver will work closely with management to ensure the most
satisfactory outcome for all concerned."

Contact Information:

Ronnie Henderson
Claims Direct Plc
Telephone: 01952 284 800
E-mail: www.claimsdirect.com


INTERX PLC:  Cancels Listing of Ordinary Share
-----------------------------------------------
Since the completion of the sale on 20 May 2002 of the software
business and certain assets of InterX to The Innovation Group
Plc, the
directors of InterX has been considering the most cost efficient
method for realising value from InterX's remaining assets and for
returning that value to Shareholders.

The primary assets of the InterX Group, excluding cash and cash
deposits of GBP1.54 million, at 30 June 2002 were:

-a 34 % investment in Diligenti Limited together with conditional
options and rights to acquire a further 61% of Diligenti for
nominal consideration;

-a 100 % investment in Danogue Limited;

-a debtor of approximately GBP18 million in respect of loans and
interest due from Diligenti;

-a debtor of approximately GBP1.3 million in respect of loans and
interest due from Healthcomp Evaluation Services Corporation,
Inc.; and

-rent deposit accounts which are the subject of a charge in
favour of the landlord of 27West, Brentford, and which will
reduce to GBP2.6 million by 23 June 2003 on the basis that the
five quarters' rent (including VAT) in respect of the period from
25 March 2002 to 23 June 2003 will be taken from those deposit
accounts;

-deferred consideration on the Sale of up to GBP7 million (of
which GBP4 million is guaranteed) which is the subject of a
charge in favour of the landlord of the Property.

The primary liabilities and anticipated financial commitments of
the InterX Group at 30 June 2002 were:

-a commitment to replenish the rent deposit accounts on 23 June
2003 with the amount of GBP2.8 million (being five quarters' rent
including VAT) in the event that the leases on the Property have
not been terminated;

-a quarterly rent and service charge in respect of the Property
of GBP471,000 excluding VAT, payable on 23 June 2003 and
thereafter until June 2017;

-the 15 year leases of offices in Oxford Street, London expiring
in
September 2014, incurring a quarterly rent and service charge of
GBP133,000. These leases are currently subject to back to back
leases, which the tenant, Reed Business Information Limited, may
terminate on 6 months' notice;

-net creditors and accruals of GBP289,000;

-net overhead expenditure to May 2003 of approximately
GBP345,000; and

-discretionary funding of GBP550,000 in respect of the Diligenti
Company Voluntary arrangement of Diligenti currently due for
completion on 23 July 2002 as referred to later.

The primary assets of Diligenti at 30 June 2002 were:

-a 58 % (59 % fully diluted) investment in Exemplar;

-a debtor of approximately US$5.0 million in respect of a
convertible bridging loan from Diligenti to Exemplar and

-a debtor of approximately US$5.3 million in respect of a
revolving credit facility from Diligenti to Exemplar.

The only material liability of Diligenti upon completion of its
CVA is expected to be the debt of approximately GBP18 million in
respect of the loan and interest payable to InterX.

Strategy

Securing value from the assets listed above is dependent on the
future success of Exemplar, which itself requires immediate
working capital funding of up to USD4 million. Accordingly, the
Board believes that all efforts must be focused on securing these
funds for Exemplar.

The Board is aware from preliminary discussions with potential
investors in both the United States and the United Kingdom,
including Simon Barker, that any fundraising will be difficult,
primarily as a result of the fact that Exemplar has been and
continues to be cash consumptive on a monthly basis but also
owing to concerns of potential investors as to whether projected
material increases in revenues will be achieved.

It is likely that Simon Barker will, if any investment is made,
be one of those investors referred to above and, accordingly, he
has declared his potential interest to the Board and will not
vote on any proposal put to the Board.

As at the date of this Circular and on the basis of these
discussions, the Board is anticipating that the securing of any
funding for Exemplar will ultimately result in a reduction in
InterX's percentage holding in Exemplar to approximately 20%.

Following a detailed review of Exemplar by InterX's executive
management, an operational plan has been formulated as the basis
for attempting to secure funding; the key points of that plan are
as follows:

-restructuring actions which are expected to see Exemplar
breaking even at the EBITDA level by November 2002; and

-a director of InterX and a senior InterX employee are to
relocate to the United States.

The Board has reached the following conclusions:

-to date, GBP1.3 million has been injected into Exemplar by
InterX directly.

Exemplar will continue to be funded from InterX's available cash
reserves to a maximum of a further GBP370,000;

-if all of the funding for Exemplar is not secured by the end of
November 2002, Exemplar and InterX are likely to be put into some
form of administration; and

-the funding of the CVA and other restructuring actions will
amount to
approximately GBP550,000. On the basis that as few funds as
possible should be allocated to the completion of the CVA until
it is known whether the funding and therefore the future of
Exemplar is secured, a proposal has been put to the creditors of
Diligenti whereby they receive an interim payment of GBP160,000
at the end of July 2002 with the balance of GBP390,000 payable in
March 2003. Accordingly, it is the intention of InterX to use the
GBP390,000, in addition to the GBP370,000 referred to above, to
fund Exemplar.

The Board will update Shareholders of the progress it is making
in relation to the above when it sends to Shareholders a summary
of the Group's financial position as at 30 June 2002, which is
expected to be in September 2002.

Allotment of Shares and Disapplication of Pre-emption Rights

At the last annual general meeting of the Company held on 29
October 2001, a resolution was passed, pursuant to section 95 of
the Companies Act 1985, empowering the Directors to allot up to
GBP87,498 nominal amount of equity securities for cash without
first being required to offer such ordinary shares of 5 pence
each in the capital of the Company to existing Shareholders.

This amounted to approximately 5 % of the nominal issued share
capital of the Company. This authority was increased at an
extraordinary general meeting of the Company held on 20 May 2002
at which a resolution was passed by the Shareholders empowering
the Directors to allot a further GBP75,000 nominal amount of
equity securities for cash without first being required to offer
such Shares to existing Shareholders.

This amounted to approximately 4.3% of the nominal issued share
capital of the Company. This latter increase in the authority of
the Directors to issue Shares was required in order to allow the
Directors to meet InterX's potential obligations to issue Shares
to TiG under the option agreement entered into between the
Company and TiG on 20 May 2002, under which the Company granted
to TiG options over 1.5 million shares
without reducing the amount of the authority granted to the
Directors at the last annual general meeting.

The Directors currently wish to retain the ability to allot up to
GBP175,000 nominal amount of Shares (10 % of the issued share
capital of the Company) under the InterX Share Option Schemes.

Given the requirement to secure the funds for Exemplar in the
near future, the Board needs to be in a position where it can
raise money not only directly into Exemplar but also at the
InterX level. The Board is aware that this funding is likely to
demand reasonably substantial conversion rights.

The Board is also concerned that owing to fewer members, the
InterX Share Option Schemes may no longer be considered
employees' share schemes for the purposes of Section 89 of the
Act, and that it may therefore need authority to issue Shares to
option holders under the InterX Share Option Schemes in the
future.

Accordingly, the Board wishes to be allowed to allot further
Shares which would, if issued, represent up to 60 % of the
nominal issued share capital of the Company as at 11 July 2002
(being a total of GBP1,050,000 nominal amount of equity
securities) for cash without first being required to offer such
Shares to existing Shareholders. This authority will last until
15 August 2007 and will supplement the authority granted to the
Directors on 20 May 2002 in respect of the Option Agreement but
all other authorities will terminate.

Shareholders are therefore requested to approve the First
Resolution which, if passed, would disapply the statutory pre-
emption rights conferred by Section 89 of the Act over 21,000,000
Shares, representing approximately 60% of the nominal issues
share capital of the Company as at 11 July 2002 and would, when
aggregated with the authority granted on 20 May 2002 which is to
remain in existence, authorise the Directors to allot a total of
GBP1,125,000 nominal amount of equity securities, equating to
22,500,000 shares and representing approximately 64 % of the
issued share capital of the Company as at 11 July 2002 for cash
without first being required to offer such shares to existing
shareholders.

Cancellation of inclusion of shares on the Official List of the
United Kingdom Listing Authority

I draw your attention to the following extract from the statement
made at the Company's extraordinary general meeting on 20 May
2002 and which is still relevant at the date of this Circular:

"Following completion of the sale, the Group's major trading
asset will be Exemplar, which is majority-owned by Diligenti. In
order, therefore, to comply with Rule 3.6 of the Listing Rules of
the UKLA and to have the suspension of its shares lifted, InterX
must control Diligenti and demonstrate to the UKLA the
suitability of the Group for Listing.

InterX currently holds 34 % of Diligenti's issued share capital.

InterX has entered into option agreements with other Diligenti
shareholders to increase its holding of Diligenti's issued share
capital, for nominal consideration, to approximately 95 % The
exercise of these options is conditional on the funding by InterX
of the CVA and other restructuring actions in relation to the
Diligenti Group having been completed.

These option agreements expire on 31 December 2002. However,
prior to the exercise of these options, in addition to the
conditions outlined above, InterX requires the completion of the
fundraising by Exemplar which is currently being undertaken.

The exercise of these options is likely to be deemed a reverse
takeover under the Listing Rules and as such would be subject to
Shareholder approval. This will involve the publication of a
further circular, at a significant cost to the Company. Such a
circular would have to contain a positive working capital
statement for the enlarged Group which, notwithstanding the
current financial position of Exemplar, the Company could not
currently give owing to continuing office rental liabilities and
advisers' fees in relation to this new transaction.

The Board has considered providing Shareholders with an
alternative market for its Shares and has, as previously
reported, been investigating the possibility of admission of its
Shares to the Alternative Investment Market of the London Stock
Exchange, where it is anticipated that the costs of maintaining a
Listing would be reduced, especially in relation to completing
the on-going reorganisation of the Group.

The results of this investigation have identified that, as at
today, the Company is not in a position to be admitted to trading
on AiM, because the Board is not in a position to make a firm
commitment with regard to the Company completing the reverse
takeover of InterX by Diligenti. To make this firm commitment the
Board is required to be confident that a positive working capital
statement for the enlarged Group would be made at the time the
reverse takeover is completed.
The enlarged Group would also have to comply with the AiM Rules.
A reverse takeover, while the Group's Shares are trading on AiM
would still require Shareholder approval and the publication of a
circular.

Notwithstanding the above, the Board is committed to maximising
the value of the Group's assets and implementing the most cost-
effective and appropriate method of returning that value to
Shareholders, while being mindful of the need for a liquid market
in the Company's shares.

The Board continues to review all options for value realisation
and will report back to Shareholders in due course".

It should be noted that the market capitalisation of the Group,
based on a share price of 9.75p, being the mid-price at the time
the Shares were suspended from trading on the London Stock
Exchange's market for listed companies was GBP3.41 million. Under
the Listing Rules, this means that any transaction entered into
by the Company with a value in excess of approximately GBP850,000
may require a further circular, since it may be deemed to be a
Class 1 transaction, and therefore, inter alia, Shareholder
approval would be required.

The Board has carefully considered all of the advantages for both
Shareholders and the Company of maintaining the Listing and the
Board has reached the conclusion that the costs and management
time associated with maintaining the Listing are of such
materiality, given the Company's current financial position, that
it is more appropriate that the relevant funds and management
focus is applied entirely to securing the future of Exemplar.

The Board has therefore concluded that it is now appropriate for
InterX to seek formally a cancellation of its Listing. This
Circular gives formal notice to Shareholders that on 16 August
2002 InterX's Listing will be cancelled.

The Board acknowledges that Shareholders will then have no formal
market in which to trade their Shares. Accordingly, all
transactions in any Shares will be the subject of private
arrangements. The Company's registrars will still be available to
deal with the registration of Shareholders' interests.

Shareholder Protection

The Board is particularly mindful of the need to ensure that in
the absence of any requirement to comply with the Listing Rules,
Shareholders are protected.

Accordingly, the Board is proposing the following measures to
ensure
Shareholders' interests are protected at all times:

  -I have agreed to remain chairman of the Company. I have
further agreed that instead of taking remuneration in the form of
cash I will enter into a share option arrangement with the
Company;

  -the Board will not exercise its rights to issue Shares,
including for fundraisings (except Shares which are to be issued
to TiG under the Option Agreement and the GBP175,000 maximum
nominal amount to be issued under the InterX Share Option
Schemes), the effect of which would dilute Shareholders' holdings
by more than 50 % of the current nominal issued share capital of
the Company. The Board would seek Shareholder approval before
issuing any Shares the effect of which would be to create any
such dilution; and

  -half-yearly trading updates will be sent to Shareholders.

The Board believes that the measures above ensure that
Shareholders are
protected whilst at the same time providing executive management
with the flexibility to enter into transactions which are
expected to secure the future of the Group without requiring
formal Shareholder approval on each occasion, which is both
expensive and time-consuming.


Board Changes

The Board considers it appropriate, given its size, its proposed
non-listed status, and the reduced number of executive Directors,
namely Simon Barker and Simon Miesegaes, that the Company should
have only one non-executive Director.

Accordingly, David Lee has agreed to resign from the Board with
effect from the date of this Circular.

Change of Name

InterX will change its name upon the passing of the Second
Resolution to Danogue plc and Danogue Limited will change its
name to Compareware Limited. Under the Sale Agreement, it was
agreed that InterX would change its name by 31 October 2002.

Change of Accounting Reference Date

In order to bring the Company's accounting reference date into
line with that of Exemplar, it is proposed to change the
accounting reference date of InterX from 30 June to 31 December.
Shareholders will, in September 2002, be sent a trading update as
at 30 June 2002 and at half yearly intervals thereafter.

Extraordinary General Meeting

An Extraordinary General meeting is to be held at 10.00am on 15th
August 2002 at 27 Great West Road, Brentford, Middlesex TW8 9AS,
at which the two special resolutions will be proposed.


ENERGIS: Banks Propose Rescue Deal for Energis
----------------------------------------------
Energis Plc's 16-strong bank group are putting together a rescue
for the company in a move that would see shares of the troubled
company being de-listed from the London market and a new chairman
being appointed, a report from the Independent said.

It the deal pushes through, Mr. Archie Norman the former chairman
of the supermarket chain Asda, will seat as the new chairman for
Energis.

The banks are set to announce the details of the rescue deal any
time this week. The banks' rescue deal is seen to thwart attempts
by venture capitalists to seize Energis, the paper said.

Mr. Norman is the Conservative party's MP and the one who led a
bid for Energis by the venture capital firm Permira. Once the
deal is formalized, he will then appoint a new management team
for Energis, the daily reported.

The Independent said however, that there are no concrete news
regarding the status of current chief executive Mr. David Wickham
and finance director Mr. Bill Trent yet.

The paper also said that Energis' banks are said to inject an
extra GBP150 million of cash into the business. At the same time,
it will also implement a debt restructuring that will eventually
give the banks and bondholders control at the expense of
shareholders.

Energis owes the banks a debt of GBP690 million.

The rescue deal would also see Energis' shares being de-listed
from the London Stock Exchange. The company would then be taken
private and would possibly be re-floated in the future, the paper
said.

The banks' move follows months of negotiations with various
venture capital firms ending with a bid from a consortium
composed of Apax Partners, Carlyle Group and Credit Suisse First
Boston. However, the banks had rejected the consortium's offer
because its proposal would have forced them to write-off GBP300
million of their loans, the paper said.

Meanwhile, Energis had shut down its operations in Germany and
Switzerland as part of cost-cutting measures following its
failure to find a buyer for its businesses.


ESPORTA: Duke's Increased Offer of 87.5 pc Seals Esporta's Fate
---------------------------------------------------------------
Duke Street Capital Leisure Investments Ltd had won offer
acceptances for 56.9% of Esporta Plc shares after it lifted its
bid to 87.5 pence, a report from AFX News said.

Duke Street said its offer for the gym group was now
unconditional in all respects, the news outfit said.

Esporta had earlier said that Duke's original 80 pence per share
bid was a "nil premium offer." But it changed its mind after
analysts recommended that shareholders take cash. Aside from
this, there were no interested parties that emerged and investors
were doubtful that the company's new management is capable of
turning the company around, the news outfit said.

Duke's increased offer sealed Esporta's fate, AFX said.

Duke Street had announced last Friday that it owns a total of
92,399,868 Esporta Shares, the news outfit said.


EUROTUNNEL: Debt Refinancing Costs GBP50 MM in Fees
----------------------------------------------------
Eurotunnel announced last Saturday that its latest debt
refinancing has cost the company GBP50 million in fees, the
Independent reported.

A large portion of the fees are payable to the company's
investment banks, Merrill Lynch and Dresdner Kleinwort
Wassertein, which are in charged with the company's debt
restructuring, the paper said.

The GBP50 million fee Eurotunnel said, is enough to erase the
savings the company hopes to make on its interest bill for the
next two years, the paper said.

Independent further reports that the debt refinancing will cut
the company's debt by GBP446 million, reduce its interest
payments by GBP35m this year and GBP20m next year. From 2006
onwards they will be reduced by an estimated GBP30m a year.

Citing Eurotunnel's finance director Roger Burge, the paper said,
"the advisory fees (the company) had paid represented good value,
taking into account the amount that the company would save in
future years. Mr Burge also said that Eurotunnel hoped to get
close this year to 'cash flow break even' - covering its interest
charges with cash flow after capital expenditure."

But Mr. Burge added that under the terms of the debt refinancing
agreed between Eurotunnel and its banks in 1998, Eurotunnel's
shareholders still won't get their first dividend until 2006 at
the earliest, the paper said.

Only about 30% of Eurotunnel shares are now held in the UK, of
which 8% are owned by private investors. Eurotunnel's consortium
of banks, which once owned 45% of the company, now owns only 5%.

The Independent reported that "under yesterday's deal, Eurotunnel
has bought back GBP839m of subordinated debt at 43 per cent of
face value, rescheduled a further GBP575m of junior and senior
debt so that it matures in later years and converted 60 per cent
of the GBP635m in equity notes still outstanding into ordinary
shares."

                                     ***********

         S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Kimberly MacAdam,
Larri-Nil Veloso, Maria Lourdes Reyes and Jean Claire Dy,
Editors.

Copyright 2002.  All rights reserved.  ISSN 1529-2754.

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