/raid1/www/Hosts/bankrupt/TCREUR

/raid1/www/Hosts/bankrupt/TCREUR_Public/021230.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 Monday, December 30, 2002, Vol. 3, No. 256 Headlines * D E N M A R K * FLS INDUSTRIES: Sells Secil Shares to Semapa SA * F R A N C E * AIR LIB: Only EUR300 MM Separates Carrier From Bankruptcy Filing FRANCE TELECOM: Sells Casema to Private Equity Syndicate VIVENDI UNIVERSAL: Raises EUR3 B in Echostar, Environnement Sale * G E R M A N Y * FAIRCHILD DORNIER: Wholesale Now Farfetched, Says Administrator MOBILCOM AG: Naming of Bank Representative to Board Uncertain PREDICTIVE SYSTEMS: German Unit Files for Bankruptcy PREMIERE: Takes Control of Kirch's Digital Playout Facilities * I T A L Y * LAZIO: Banks Willing to Revive Football Team Minus Prexy * N E T H E R L A N D S * ASML HOLDING: To Slash 1,400 From Its Payroll to Save Cash GETRONICS NV: Secures Loan, But Still Mum on Restructuring Plan UNITED PAN-EUROPE: Files First Amended Plan of Reorganization * S W E D E N * AB ELECTROLUX: Asbestos Suits Only Number Over 100, Not 1,000 * S W I T Z E R L A N D * CREDIT SUISSE: First Boston Charged With Securities Fraud in U.S. * U N I T E D K I N G D O M * CASSON BECKMAN: Insolvency Specialist Files for Bankruptcy ============= D E N M A R K ============= FLS INDUSTRIES: Sells Secil Shares to Semapa SA ----------------------------------------------- Danish engineering and building materials group FLS Industries A/S has made a new deal with Semapa SA to sell its shares in the Portuguese cement producer Secil Companhia Geral de Cal e Cimento SA, Presswire said Tuesday. The new conditional agreement on the sale of shares in FLSHH SGPS Lda, the owner of the companies' shares in Secil, was concluded after Semapa signed a loan agreement to finance the purchase sum. The previous agreement on the sale of the shares between FLS Industries and Semapa SA was cancelled because the prospective buyer had been unable to finance the deal, the report said. FLS Industries said the sale will generate an accounting profit in the range of DKK700 million. In another report, FLS Industries A/S sold its activities in wholly owned Carolina Concrete Pumping Inc. to Coastal Concrete Pumping in North Carolina and effected a management buy-out of a minor affiliated building concern. Effectivity of the sale of the two activities will be on January 3, 2003, allowing FLS group's to sharpen its focus on core competencies. It was reported in the March 12, 2001 issue of the TCR-EUR that FLS Industries showed an operating loss of 458 million crowns ($57.3 million) in 2000 due to restructuring, lack of orders and operating losses. =========== F R A N C E =========== AIR LIB: Only EUR300 MM Separates Carrier From Bankruptcy Filing ---------------------------------------------------------------- Troubled French carrier Air Lib may be forced to file for bankruptcy if it fails to raise EUR300 million soon, Bloomberg reported late last week, citing La Tribune. The French daily said the airline needs EUR199 million to refurbish its fleet and finance a redundancy program that will lay off 136 more employees. The company also needs EUR130 million to pay debts if its efforts to cancel the obligation fail. The airline plans to become a low-cost airline in Europe and shift its long-haul flights to Cuba, Algeria and Africa from the French overseas territories, the report said. It also plans on getting an injection of EUR172 million from Imca, a Dutch airline company owned by the De Vlieger family that will take a 50 percent stake. Last month, the government extended the airline's operating license to January 31 from October 31 to allow it to find investors. The airline, formerly owned by collapsed Swissair group, was expected to post a debt of EUR89.5 million in November. FRANCE TELECOM: Sells Casema to Private Equity Syndicate -------------------------------------------------------- France Telecom announced last week that it had reached an agreement with a consortium of private-equity firms comprising The Carlyle Group L.L.C., Providence Equity Partners and GMT Communications Partners for the sale of 100% of Casema Holding B.V. (Casema). This transaction results in an enterprise value for Casema of EUR665 million. The proceeds will be payable in cash at the closing of the transaction. The closing will occur before the end of January 2003. The France Telecom Group remains present in the Netherlands through three entities: Dutchtone N.V., the mobile operator controlled by Orange, Wanadoo Nederland BV, the Internet Service Provider controlled by Wanadoo, and Equant, which provides data services for international corporations. Transaction Summary At the closing of the transaction, the consortium will pay a total amount of EUR665 million in cash, which will provide for the repayment of Casema's bank debt (approximately EUR155 million at December 31, 2002), the repayment of France Telecom's inter- company loans to Casema and the payment of the Company's shares. The net proceeds of the transaction for France Telecom will be approximately EUR510 million in cash. The transaction also includes some guarantees given by France Telecom regarding services provided by Casema to the France Telecom group in the Netherlands. Such guarantees could give rights to a payment up to a maximum of EUR15 million payable over the next three years. VIVENDI UNIVERSAL: Raises EUR3 B in Echostar, Environnement Sale ---------------------------------------------------------------- Vivendi Universal announced on Tuesday that it had collected the EUR1.856 billion proceeds from the disposal of half of its stake (20.4% out of 40.8%) in Vivendi Environnement at a nominal value of EUR22.5 per share. The disposal is accompanied with a call option on the remaining stake at EUR26.50. Last Monday, Vivendi Universal also received US$1.066 billion for the sale back to Echostar of its entire 10.7% stake in the North American satellite operator. According to BBC News, the move has now allowed the company to remove the debt carried by Vivendi Environnement from its accounts and the company has become further focused on media and communications. It added that the firm had now reached its target of selling assets worth EUR7 billion by the end of the year. The sale of its utility business to institutional investors was announced on November 24. Vivendi Universal has promised to sell its remaining stake in Environnement to the same investors in the form of options, which should raise a further EUR1.14 billion, BBC News said. ============= G E R M A N Y ============= FAIRCHILD DORNIER: Wholesale Now Farfetched, Says Administrator --------------------------------------------------------------- Insolvency administrator Eberhard Braun has decided to sell Fairchild Dornier in pieces after failing to get a satisfactory bid for the business as a whole, Die Welt reported last week. According to the German paper, US investment firm Schreiber, Dimeling and Park will likely end up with Fairchild's 328-Jet aircraft project, including its customer service activities. The maintenance activities and manufacturing of components for European aircraft group Airbus would be given to another buyer, possibly the Switzerland-based Ruag. Deutsche Lufthansa, operator of Germany's flagship airline, may yet end up with the 728/928 Jet project, as it is still reportedly interested in the program. The carrier had earlier placed an order for 60 of this jet models, but cancelled it shortly before the German-US plane manufacturer filed for insolvency. Mr. Braun clarified, however, that nothing of the above arrangements are final yet. MOBILCOM AG: Naming of Bank Representative to Board Uncertain ------------------------------------------------------------- Ulf Ganger, who was earlier named as a possible appointee to the MobilCom supervisory board to represent public-sector creditor banks, will not be appointed after all. According to Financial Times Deutschland, Carsten Meyer, who was supposed to be replaced by Mr. Ganger, has decided to stay on the board. "It is therefore uncertain whether Ulf Ganger will be appointed to the supervisory board of the telecommunications company," the paper said. Mr. Ganger is a management board member at public-sector bank Hamburgische Landesbank and was expected to be the point man for creditor banks in the MobilCom board. Bank had recently rescued MobilCom from insolvency by providing bridging loans. Earlier this month, attempts to elect a new head of the MobilCom supervisory board failed, as Dieter Vogel, who was envisaged as chairman, was unwilling to vote for himself and not all members were present at the voting. The necessary two-thirds majority was not therefore obtained. Meanwhile, the paper said Mr. Vogel has denied anonymous accusations that he had asked excessive fees for mediating in negotiations with France Telecom, a substantial shareholder, over the assumption of MobilCom debts by the French company. PREDICTIVE SYSTEMS: German Unit Files for Bankruptcy ---------------------------------------------------- Predictive Systems (Nasdaq SC: PRDS), a leading network infrastructure and security consulting firm, announced on Thursday a strategic restructuring of its European operations. As part of the restructuring, the company will close its offices in Germany. Predictive Systems has had a well-established presence in Europe for over four years and will continue to deliver high quality services to clients from its offices in the U.K. and Netherlands. "We believe that strategically restructuring our European operations will have a positive impact on our bottom line and improve our cash flow going forward. We expect no material impact on revenues, and a positive impact on expenses in 2003," said Andrew Zimmerman, CEO of Predictive Systems. The company remains on target to achieve the fourth quarter guidance numbers given during the third quarter financial results conference call, even taking into account the costs associated with discontinuing the German operations. "Predictive Systems continues to take steps to streamline operations, reduce expenses, and enhance services," said Mr. Zimmerman. " These positive events are all important milestones on our path to profitability." Predictive Systems will account for the closing of the Germany operations as a discontinued operation. As part of the restructuring, the company's German subsidiary, Predictive Systems A.G., has filed for bankruptcy in Germany. The filing is confined to the German subsidiary and is not expected to have any impact on Predictive Systems or any of its other subsidiaries. About Predictive Systems Predictive Systems, Inc. (NASDAQ SC: PRDS) is a leading consulting firm focused on building, optimizing, and securing high-performance infrastructures to increase operational efficiency, mitigate risk, and empower the business initiatives of Fortune 1000 companies, federal government agencies, and state and local governments. The firm's Global Integrity Services unit provides professional information security consulting and managed security services to protect the critical assets of its clients. Predictive Systems' BusinessFirst(TM) approach maps technology solutions to business goals, and delivers measurable results. Headquartered in New York City, Predictive Systems has regional offices throughout the United States. Internationally, it has offices in the Netherlands and the UK. For additional information, please contact Predictive Systems at 212-659-3400 or visit http://www.predictive.com CONTACT: Predictive Systems, Inc. Berry Sethi, 212/659-3468 PREMIERE: Takes Control of Kirch's Digital Playout Facilities ------------------------------------------------------------- The Digital Playout Center of insolvent media empire KirchGruppe is now controlled by Premiere, which will now have the critical mass to compete in the digital pay-TV business. According to EuropeMedia, Premiere's takeover of the playout center has made it the largest service provider for the German DTV. A lack of playout facilities contributed to the company's woes in the past. Premiere filed for insolvency early this year. "With control of the play-out center firmly in Premiere's hands, it will handle channels from ProSiebenSat1, Home Shopping Europe and the DSF sports channel," EuropeMedia said. Premiere passed the 2.5 million subscriber mark last quarter and is expecting a cash injection from investors to the tune of EUR1.2 billion, the report said. Private equity house Permira is expected to take majority control of bankrupt pay-TV operator Premiere in the first quarter next year. Permira and company creditors are now finalizing a deal that will give the former about 70% of Premiere's stakes. Creditor banks will most likely end up with 20 percent, partly through the conversion of some of EUR750 million (US$770 million) in unpaid loans. The banks include Bayerische Landesbank, which is half-owned by the Bavarian state, Bawag, its Austrian arm, and HypoVereinsbank, Germany's second largest. ========= I T A L Y ========= LAZIO: Banks Willing to Revive Football Team Minus Prexy -------------------------------------------------------- Several local banks are willing to inject EUR45 million into cash-strapped Italian football team, Lazio, but only on condition that Sergio Cragnotti steps down as club president. Agence France-Presse did not say the reason behind the banks' demand, but Mr. Cragnotti has reportedly agreed to relinquish the post he has held for 11 years now. The news agency said Mr. Cragnotti will resign as soon as a new board of directors was in place. Lawyer Ugo Longo, a Lazio shareholder, is believed to be the main candidate to temporarily take charge when Mr. Cragnotti finally leaves. Mr. Cragnotti led the team to the Italian title in 2000 and the European Super Cup a year earlier. According to AFP, Lazio is currently second in Italy's Serie A despite its cash crisis that has prevented it from paying its players' salaries for almost four months. ===================== N E T H E R L A N D S ===================== ASML HOLDING: To Slash 1,400 From Its Payroll to Save Cash ---------------------------------------------------------- More than 1,400 jobs at various units of ASML Holding N.V. will soon be dissolved, as the company tries to control losses and prepare for even worse conditions next year, Reuters said recently. Citing company sources, the news agency said the Dutch chip equipment maker will also sell or close loss-making U.S. units in order to breakeven amid the industry's worst ever slump. The company also plans to only ship 100 lithography systems in the second half, compared with 360 in 2001 and 783 in 2000. Reuters says the new cost cuts, which include 700 staff reductions in its core lithography unit which generates 94 percent of sales, will bring down the profitability breakeven level in the lithography division to 160 units a year sometime in 2003 from 180 units now. CEO Doug Dunn believes these measures should help the company prepare for the possibility of even worse market conditions than this year. He said the cuts were inevitable. "The global market for semiconductor capital equipment has slumped by more than 70 percent in the last two years. Consequently we are doing all the things that good companies do in extreme downturns," he said in a statement. The company recorded EUR98 million in losses during the first six months of the year, Reuters said. ASML is the world's second- largest maker of scanners and steppers, and machines that map out semiconductor circuitry on silicon wafers. It ranks behind Japan's Nikon Corp. Moody's Investors Service lowered this week several of the company's ratings to reflect the depressed market conditions, Troubled Company Reporter-Europe said yesterday. GETRONICS NV: Secures Loan, But Still Mum on Restructuring Plan --------------------------------------------------------------- Although Getronics NV said it secured a loan of EUR200 million to pay off some of its creditors, the Dutch information technology company did not provide details regarding further restructuring efforts, the Asian Wall Street Journal said Tuesday. Getronics said it will give details about the next step in its planned capital restructuring, on which part of the loan depends, during the first quarter of 2003. The Journal reported that chief financial officer at Getronics Jan Docter said the company's restructuring efforts are going well and that the new bank loan demonstrates "confidence" in the company. He said trimming the company's list of creditors will make it easier to implement further restructuring measures. However, Mr. Docter declined to say what possibilities Getronics is considering, but said the company "needs an equity boost." Analysts expect the company to pursue a debt-for-equity swap, indicating Getronics has too much debt, mostly in convertible bonds due in 2004 and 2005. With more than EUR500 million outstading bond debt, the loan will repay the company's existing EUR500 million bank loan that matures in 2004 and of which EUR295 million has been drawn. They added that despite the benefit Getronics will get from the new loan, they remain worried about the company. Victor Bareno at SNS Securities said a solution that will wipe away the company's bond debt will lead to dilution of existing shareholders, giving a "reduced" rating for the stock. Furthermore, it is reported that Thijs Hollestelle at Oyens & Van Eeghen said Getronics is buying time with its new loan facility and said he is waiting for a true solution to the company's debt situation. "Mr. Hollestelle has a neutral rating on the shares, but he added that he considers Getronics a risky stock pending further restructuring measures," the report says. UNITED PAN-EUROPE: Files First Amended Plan of Reorganization ------------------------------------------------------------- In connection with its ongoing restructuring, United Pan-Europe Communications N.V., the financial holding company of the UPC group (EURONEXT Amsterdam: UPC), announced on Tuesday that, together with New UPC Inc., a newly formed Delaware company that will become the holding company for UPC upon consummation of UPC's re-capitalization, it has filed a first amended plan of reorganization (the Plan) and a related first amended disclosure statement with the United States court. In addition, UPC has submitted a revised version of the draft plan of compulsory composition (Akkoord) to the Dutch court. UPC will seek approval to solicit acceptances of the Plan at a hearing scheduled before the United States court on January 7, 2003. The creditors' meeting regarding the Akkoord is currently scheduled for February 28, 2003 in the Amsterdam court. UPC continues to anticipate that the moratorium process in the Dutch court and the Chapter 11 process in the US court will be completed by the end of the first quarter 2003. A copy of all SEC filings relating to UPC's Chapter 11 and the moratorium process may be found through the recapitalisation section of the UPC web site at http://www.upccorp.com United Pan-Europe Communications N.V. is one of the leading broadband communications and entertainment companies in Europe. Through its broadband networks, UPC provides television, Internet access, telephony and programming services. UPC's shares are traded on Euronext Amsterdam Exchange (UPC) and in the United States on the Over The Counter Bulletin Board (UPCOY.OB). UPC is majority owned by UnitedGlobalCom, Inc. (NASDAQ: UCOMA) CONTACT: UPC INVESTOR RELATIONS Phone: + 44 (0) 207 647 8233 Email: ir@upccorp.com UPC CORPORATE COMMUNICATIONS Phone: + 31 (0) 20 778 9447 Email: corpcomms@upccorp.com Lazard Citigate First Financial Richard Stables Carina Hamaker Phone: + 44 (0) 20 7588 2721 or + 31 (0) 20 575 40 10 Citigate Dewe Rogerson Toby Moore Phone: + 44 (0) 20 7638 9571 Homepage: http://www.upccorp.com =========== S W E D E N =========== AB ELECTROLUX: Asbestos Suits Only Number Over 100, Not 1,000 ------------------------------------------------------------- Leading appliance maker AB Electrolux admitted recently that it faces several lawsuits in the United States related to its past use of asbestos in products. The company, however, clarified earlier reports that the cases number over a thousand, saying that as of November 30, it only knew of barely 200 pending cases. "As of November 30, 2002 the total number of cases was 194... The number of individual plaintiffs in these pending cases is approximately 14,300," a company statement read. "The Group has made a provision related to these pending cases in the amount of less than US$9 million." The company also clarified that "almost all of these cases relate to externally supplied components used in industrial products manufactured by discontinued operations prior to the early 1970s." "Almost all of the cases have multiple plaintiffs who have made identical allegations against many other defendants not part of the Electrolux Group," the statement added. Asbestos personal injury claims in the U.S. have cost more than EUR54 billion in settlements. News of the pending litigation has caused shares of the company to plunge in recent weeks, EuroNews said recently. The stock was also pressured by an earlier announcement of just over 5000 job cuts and a 4th-quarter restructuring charge of EUR155 million. The company plans to close a factory in the United States that manufactures air conditioners, rationalize a fridge maker in China and reduce activities in China. ===================== S W I T Z E R L A N D ===================== CREDIT SUISSE: First Boston Charged With Securities Fraud in U.S. ---------------------------------------------------------------- Pomerantz Haudek Block Grossman & Gross LLP has filed a class action lawsuit in the United States District Court for the Southern District of New York against Credit Suisse First Boston Corporation on behalf of investors who purchased the common stock of AOL Time Warner, Inc. (NYSE:AOL) during the period from January 16, 2001 through September 3, 2002, inclusive. The complaint alleges that CSFB violated Sections 10(b) of the Securities Exchange Act of 1934 by issuing false and misleading analyst reports on AOL, the world's largest media and Internet company, in a bid to win or maintain lucrative banking and advisory work from the Company. CSFB was a senior co-manager of both AOL's April 2002 $6 billion bond sale and its April 2001 $4 billion bond sale, reaping fees in excess of $10 million. As a result of defendant's false and misleading statements, the market price of AOL common stock was artificially inflated, maintained or stabilized during the Class Period. On October 21, 2002, the Commonwealth of Massachusetts charged CSFB with violating the Massachusetts Securities Act by issuing false and misleading analyst reports on numerous companies. The complaint describes the influence and control exerted by CSFB's investment bankers on its supposedly independent research analysts. More information on this and other class actions can be found on the Class Action Newsline at http://www.primezone.com/ca CONTACT: Pomerantz Haudek Block Grossman & Gross LLP Andrew G. Tolan, Esq. (888) 476-6529 ((888) 4-POMLAW) agtolan@pomlaw.com =========================== U N I T E D K I N G D O M =========================== CASSON BECKMAN: Insolvency Specialist Files for Bankruptcy ---------------------------------------------------------- In an ironic twist of fate, insolvency practitioner Casson Beckman & Partners went into liquidation two weeks ago, the Express reported last week. The London-based firm reported debts of GBP7 million and is facing legal proceedings in London and Liverpool. It is also under investigation by the Department of Trade and Industry over allegations leveled against its two former insolvency practitioners: David Nisbet and John Bennett. The allegations range from drawing fees without authorization to misallocation of assets of companies that had gone into liquidation. The allegations are understood to have been denied by those involved with the firm, The Express said. Mr. Nisbet had his license suspended by the Insolvency Practitioners Association in 1999. Mr. Bennett, who was brought in to replace Mr. Nisbet after he left Casson, was also deprived of his IPA license in November this year. Questions have also been raised about Casson's existing cases, which have been transferred to other insolvency companies. The Express says Casson Beckman & Partners should not be confused with another company called Casson Beckman, which operates a small accountancy business on the South Coast. ************* 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, Ma. Cristina Canson and Laedevee Gonzales, Editors. Copyright 2002. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$575 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *