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Published on 3/11/2004 in the Prospect News High Yield Daily.

High Yield Calendar

Total amount of dollar-denominated high-yield bond offerings being marketed: $3.455 billion

WEEK OF MARCH 8

TEAM HEALTH: $180 million senior subordinated notes due 2012 (B-); Banc of America, JP Morgan, Merrill Lynch & Co. (joint); Rule 144A; non-callable for four years; to refinance existing senior debt, help fund tender for 12% senior subordinated notes, redeem 10% preferred PIK shares, and possible cash dividend to shareholders; Knoxville, Tenn. provider of outsourced physician services; price talk 9% area; pricing Friday.

PEABODY ENERGY: $200 million of senior notes due 2016 (Ba3/BB-); Morgan Stanley & Co., Credit Suisse First Boston (joint) Citigroup (co); off-the-shelf; non-callable for five years; also offering 6.5 million shares of common stock; to fund acquisition of coal operations from RAG Coal International AG and for general corporate purposes; St. Louis-based coal company; investor conference call 10:30 a.m. ET Thursday; possibly pricing as early as Friday.

http://www.sec.gov/Archives/edgar/data/1064728/000095012304003166/y94930b5e424b5.htm

BEAL FINANCIAL CORP.: $500 million senior secured notes due 2014 (B1/BB-); Friedman Billings Ramsey (books), Howe Barnes (co); Rule 144A; callable at 105 in 2007; secured by a first priority perfected lien on all capital stock of subsidiary banks; to fund growth and for general corporate purposes; Dallas bank; price talk 8%-8¼%.

WEEK OF MARCH 15

OMEGA HEALTHCARE INVESTORS, INC.: $200 million senior notes due 2014 (BB-); Deutsche Bank Securities, UBS Investment Bank; Rule 144A; $125 million new senior credit facility, to repay senior secured credit facility due 2007, to redeem 9¼% series A preferred stock and for general corporate purposes; Timonium, Md.-based real estate investment trust investing in long-term care industry; roadshow started March 8; pricing Monday.

RAIT INVESTMENT TRUST: $50 million preferred issue: 2,000,000 shares of Series A redeemable preferred shares at $25.00 per share; symbol: RASpfdA on the New York Stock Exchange; Friedman Billings Ramsey (books), Stifel Nicolaus (co); for general corporate purposes; internally managed mortgage REIT that originates senior, subordinated, bridge, and wraparound real estate loans, headquartered in Philadelphia; expected to price Monday.

SIERRA PACIFIC RESOURCES: $300 million senior notes due 2014 (expected ratings B2/B-); Lehman Brothers, Merrill Lynch & Co. (joint), UBS Investment Bank (co); Rule 144A; non-callable for five years; to fund tender for 8¾% notes due 2005; Reno, Nev.-based holding company for Nevada Power Co. and Sierra Pacific Power Co.; roadshow started March 11; pricing March 16.

RURAL CELLULAR CORP.: $510 million in two tranches expected ratings (B3/B-): floating rate notes due 2010, non-callable for two years and senior secured notes due 2012, non-callable for four years, tranche sizes to be determined; Lehman Brothers, Banc of America Securities (joint), Lazard (co); Rule 144A/Regulation S; to repay bank debt and terminate interest rate swap agreements; Alexandria, Minn.-based wireless services provider; roadshow started March 9; pricing early in March 15, week.

AMERICAN ACHIEVEMENT CORP.: $150 million senior subordinated notes due 2012; Goldman Sachs & Co., Deutsche Bank Securities; Rule 144A/Regulation S; also proposed $195 million credit facility; to help fund acquisition of American Achievement by a new company organized and managed by Fenway Partners from Castle Harlan Inc.; Austin, Tex. manufacturer and seller of high school and college class rings and yearbooks; roadshow expected to start March 9; pricing expected March 17.

RIVERDEEP: €205 million senior notes due 2011; Credit Suisse First Boston; Rule 144A/Regulation S; non-callable for three years; to fund buyout of Alchemy Partners' and Michael Dell's equity interests in Riverdeep; Dublin, Ireland-based provider of CD-ROM and internet-based courseware and assessment and management tools; roadshow started March 11 in Europe; pricing middle of March 15 week.

INTERACTIVE HEALTH FINANCE CORP.: $80 million senior notes due 2011 (B2/B-); Jefferies & Co. (books), Imperial Capital LLC (co); Rule 144A with registration rights; non-callable for three years; three-year 40% equity clawback; to repay bank debt and fund a dividend payment; robotic massage chair producer and marketer; roadshow March 8-19.

STANDARD COMMERCIAL CORP.: $150 million senior notes due 2012 (BB+); Deutsche Bank Securities, ING; Rule 144A; non-callable for four years; to redeem 8 7/8% senior notes due 2005 and 7¼% convertible subordinated debentures due 2007 and repay bank debt; Wilson, N.C. independent leaf tobacco dealer; roadshow started March 8 in Europe, March 18 in U.S.

ISPAT INLAND, ULC: $800 million in two tranches of senior secured notes (Caa1/B-): floating-rate notes due 2010, non-callable for one year and fixed-rate notes due 2014, non-callable for five years; UBS Investment Bank; Rule 144A/Regulation S; to repay debt; fourth largest U.S. integrated steel company; roadshow started March 10; pricing at the end of March 15 week.

BAXI HOLDINGS LTD./HEATING FINANCE PLC: £90 million mezzanine notes due 2014; Royal Bank of Scotland; Rule 144A/Regulation S; to fund acquisition of Baxi by BC Partners from Candover and Kidde plc; Derby, England heating products company; roadshow starts March 16; pricing late in week of March 15.

WEEK OF MARCH 22

REAL MEX RESTAURANTS: $105 million senior secured notes due 2010 (B2/B-); Jefferies & Co.; Rule 144A; non-callable for three years; three year 35% equity clawback; to refinance debt; Southern Calif. restaurant company; roadshow March 11-24; pricing March 24.

DIAMOND JO, LLC: $230 million senior secured notes due 2012; Jefferies & Co.; also new credit facility; to repurchase debt; gaming company, formerly known as Peninsula Gaming Co. and The Old Evangeline Downs, LLC, is headquartered in Dubuque, Iowa; roadshow starts week of March 15.

MTU AERO ENGINE INVESTMENTS: €240 million senior notes due 2014 (expected ratings B2/B); JP Morgan, Credit Suisse First Boston (joint), Commerzbank (co); Rule 144A; to fund the recent acquisition of MTU Aero Engines by funds managed by Kohlberg Kravis Roberts & Co.; Munich, Germany-based aircraft engine component manufacturer and independent provider of maintenance, repair and overhaul services for commercial and military jet engines; Europe and U.S. roadshows start March 15.

SECOND QUARTER

B&G FOODS HOLDINGS CORP.: senior debt offering, likely high yield bonds; Lehman Brothers; also common stock and subordinated notes IPO via RBC Capital Markets, Credit Suisse First Boston, Merrill Lynch & Co., Lehman Brothers and Piper Jaffray; registered deal; to repay bank debt, call $220 million 9 5/8% senior subordinated notes due 2007 at 103.208% and repurchase preferred stock and a significant portion of outstanding class B common stock; Parsippany, N.J. company manufacturer of shelf-stable food products across the U.S., Canada and Puerto Rico.

ON THE HORIZON

ARTEVA SPECIALTIES/INVISTA: $1.2 billion guaranteed unsecured notes due 2012 (B1); JP Morgan and others; also $1.8 billion credit facility; Koch will contribute $2.2 billion in equity; to fund fund the $4.4 billion acquisition of Invista (formerly DuPont Textiles & Interiors) by subsidiaries of Koch Industries, KED Fiber Ltd and KED Fiber LLC.; Wichita Kansas company produces chemical intermediates, polymers and fibers for use in the manufacture of nylon, spandex, and polyester products.

VWR INTERNATIONAL: bonds to support acquisition of VWR by Clayton, Dubilier & Rice Inc. from Merck KGaA for $1.65 billion; Deutsche Bank Securities, Citigroup; also $540 million credit facility led by same banks; West Chester, Pa., distributor of laboratory supplies to the industrial, pharmaceutical, educational and government markets.

NTL INC.: £1 billion bond offering; also £2.425 billion credit facility; Credit Suisse First Boston, Deutsche Bank Securities, Goldman Sachs & Co., Morgan Stanley; Rule 144A/Regulation S; to refinance debt; New York City-based company provides cable TV services in U.K.

CELANESE AG: High yield bonds; Morgan Stanley Dean Witter, Deutsche Bank Securities; to help fund €3.1 billion LBO by Blackstone; Frankfurt, Germany industrial chemical company.

CABLECOM HOLDING AG: CHF450 million high yield bond issue; CHF1.4 billion credit facility via BNP Paribas, Credit Suisse First Boston, Deutsche Bank Securities, Goldman Sachs & Co., JP Morgan; to refinance debt; Swiss cable TV company.

SEA CONTAINERS LTD.: $150 million senior notes due 2014; Citigroup; to retire $80 million 12½% debentures due Dec. 1, 2004 at par, acquisitions currently under negotiation, or other corporate purposes; marine container lessor, passenger and freight transport operator and leisure industry investor based in Hamilton, Bermuda.

INVISTA INC.: $1.2 billion senior notes; also $1.8 billion of credit facility, via Credit Suisse First Boston, JP Morgan (four-B ratings expected); help fund acquisition of Invista by Koch Industries Inc. from DuPont for $4.4 billion in cash; Wilmington, Del., integrated fiber and intermediates business; acquisition expected to close during first half of 2004.

ADELPHIA COMMUNICATIONS CORP.: High yield bonds as part of $8 billion bond and bank loan exit financing from Chapter 11; Deutsche Bank Securities; Greenwood Village, Colo. cable television company.

SEITEL, INC.: $180 million high-yield bonds to help fund exit from Chapter 11; Houston seismic information and technology company.

GLOBAL MOTORSPORT GROUP INC.: $85 million senior secured notes due 2008 (B-); Jefferies & Co.; Rule 144A; non-callable for three years; to repay bank debt; Morgan Hill, Calif.-based aftermarket supplier of motorcycle parts.

LOEWS CINEPLEX THEATRES: senior subordinated notes; Rule 144A; coming with senior credit facility and IPO; IPO via Goldman Sachs, Citigroup, Credit Suisse First Boston and Merrill Lynch; to repay debt and for general corporate purposes; motion picture exhibitor headquartered in New York City.

SEAT PAGINE GIALLE: €1.2 billion bonds; to help fund €6 billion LBO by BC Partners, CVC, Investitori Associati and Permira.

ROADSHOWS

Started March 8: OMEGA HEALTHCARE INVESTORS, INC. $200 million; Deutsche Bank Securities, UBS Investment Bank; senior notes due 2014; Rule 144A; 10-year

Started March 9: AMERICAN ACHIEVEMENT CORP. $150 million; Goldman Sachs & Co., Deutsche Bank Securities; Rule 144A/Regulation S; eight-year

Starts March 8 week: INTERACTIVE HEALTH FINANCE CORP. $80 million; Jefferies & Co.; Rule 144A; seven-year

Started March 8 in Europe: STANDARD COMMERCIAL CORP. $150 million; Deutsche Bank Securities, ING; Rule 144A; 8NC4

Started March 9: RURAL CELLULAR CORP. $510 million; Lehman Brothers, Banc of America Securities; Rule 144A/Regulation S; 6NC2 and 8NC4

Started March 10: ISPAT INLAND, ULC $800 million; UBS Investment Bank; Rule 144A/Regulation S; 6NC1 and 10NC5

Started March 11: RIVERDEEP €205 million; Credit Suisse First Boston; Rule 144A/Regulation S; 7NC3

Started March 11: SIERRA PACIFIC RESOURCES $300 million; Lehman Brothers, Merrill Lynch & Co.; Rule 144A; 10NC5

March 11-24: REAL MEX RESTAURANTS $105 million; ; Jefferies & Co.; Rule 144A; 6NC3

Starts March 16: BAXI HOLDINGS LTD./HEATING FINANCE PLC £90 million; Royal Bank of Scotland; Rule 144A/Regulation S; 10-year

Starts March 15: MTU AERO ENGINE INVESTMENTS €240 million; JP Morgan, Credit Suisse First Boston; Rule 144A; 10-year

Starts March 15 week: DIAMOND JO, LLC $230 million; Jefferies & Co.; eight-year

Note: Emerging markets deals are now tracked in the Prospect News Emerging Markets Daily.

RECENT SHELF FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION

AMERICA WEST AIRLINES, INC. (Symbol: AWA): $500 million shelf filed March 10 for classB, common stock, preferred stock, depositary shares, debt securities, warrants, stock purchase contracts and stock purchase units; securities may be issued as convertibles; Phoenix, Ariz. airline will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/1029863/000095014904000596/f97065sv3.htm

GREY WOLF, INC. (Symbol: GW): $500 million shelf filed March 10 for debt securities, common stock, preferred stock, depositary shares, warrants, purchase contracts and units; securities may be issued as convertibles; includes $148 million previously registered but unsold; Houston provider of contract drilling services will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/1243345/000095012904001128/h13379sv3.txt

WESTAR ENERGY, INC. (Symbol: WR): $400 million debt securities (previously registered but unsold), $500 million first mortgage bonds and 14 million shares of common stock; debt securities may be issued as convertibles; Topeka, Kan, electric utility will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/54507/000095010304000354/mar0804_s3.htm


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