High Yield Calendar

Total amount of high-yield bond offerings being marketed: $3.233 billion and €700 million

WEEK OF JUNE 14

ADESA, INC.: $125 million senior subordinated notes due 2012 (B1/B+); UBS Investment Bank, Merrill Lynch & Co. (joint), ABN Amro, Banc One Capital Markets, Harris Nesbitt, BNP Paribas, Piper Jaffrey, Wells Fargo Securities (co's); public; non-callable for four years; also 6.25 million share IPO at $23-$25 per share; to repay debt; Carmel, Ind. operator of used vehicle and auto salvage auctions, and vehicle redistribution services; price talk 7 5/8%-7 7/8%; expected to price late Tuesday, early Wednesday.

CORNELL COS. INC.: $110 million senior notes due 2012 (B3/B-); JP Morgan (books), Comerica, Piper Jaffrey, SunTrust Robinson Humphrey (co's); Rule 144A; non-callable for four years; three-year 35% equity clawback; to repay senior credit facility and synthetic lease and for general corporate purposes, which may include acquisitions; Houston-based provider of corrections, treatment and educational services; price talk 10½% area; pricing Thursday.

ARGO-TECH CORP.: $250 million senior notes due 2011 (B1/B); JP Morgan (books) Jefferies & Co., NatCity Investments (co's); Rule 144A; non-callable for four years; three-year 35% equity clawback; proceeds, along with proposed amended and restated senior credit facility and cash on hand, to purchase or redeem $195 million 8 5/8% senior subordinated notes, repay $19.9 million under existing senior credit facility, and purchase preferred stock of parent company AT Holdings Corp., for approximately $57.6 million; Cleveland, Ohio manufacturer of aircraft fuel-flow devices; price talk 9¼%-9½%; pricing Thursday.

VISKASE COS. INC.: $90 million senior secured notes due 2011 (B2/B-); Jefferies & Co.; Rule 144A; non-callable for four years; to refinance 8% senior secured notes and repay capital leases; Willowbrook, Ill.-based manufacturer of food packaging, including casings for processed meat products; roadshow June 4-16.

BEVERLY ENTERPRISES, INC.: $225 million senior subordinated notes due 2014 (B); Lehman Brothers, JP Morgan (joint); Rule 144A; make-whole call first five years, then callable at a premium; to fund tender for $200 million 9 5/8% senior notes due 2009; Fort Smith, Ark. company provider of healthcare services to the elderly; roadshow started June 15; pricing week of June 14.

PLAINS EXPLORATION: $250 million senior notes due 2014; Lehman Brothers, JP Morgan (joint); Rule 144A; non-callable for five years; to refinance Nuevo Energy's 9 3/8% senior subordinated notes and $104 million Tecons; Houston-based oil and gas exploration and production company; roadshow started June 10; expected to price late in June 14 week.

CLEAN HARBORS INC.: $150 million of senior notes (restructured from senior subordinated notes) due 2012 (maturity shortened from 2014) (Caa1/B); Credit Suisse First Boston, Goldman Sachs & Co. (joint); Rule 144A; non-callable for four years (decreased from five years); to refinance existing credit facility and subordinated notes, retire preferred stock; Braintree, Mass. company provides environmental remediation and hazardous waste management; price talk 10¾% area.

THERMACLIME, INC.: $78 million (decreased from $90 million) in two tranches: $40 million first priority senior secured floating-rate notes due 2011 (B), non-callable for two years, price talk six-month Libor plus 450 basis points, and $38 million of second priority senior secured fixed-rate notes due 2011 (CCC), non-callable for four years, price talk 13% coupon at a slight discount; (previously structured as single 10-year non-call five tranche); Jefferies & Co. (books), Guggenheim Capital Markets (co); Rule 144A/Regulation S; to repay debt; wholly owned subsidiary of Oklahoma City-based climate control products manufacturer LSB Industries.

WEEK OF JUNE 21

PRIDE INTERNATIONAL, INC.: $400 million senior notes due 2014; Citigroup, Banc of America Securities, Deutsche Bank Securities; Rule 144A; non-callable for five years; also $800 million credit facility; to retire 9 3/8% senior notes due 2007 and 10% senior notes due 2009; Houston-based drilling contractor; roadshow June 15-21; pricing June 21.

KABEL DEUTSCHLAND GMBH: €700 million equivalent senior notes due 2014 (B3//B+) in dollar and euro tranches; Deutsche Bank Securities, Morgan Stanley (physical books), Goldman Sachs & Co., Citigroup (joint bookrunners); Rule 144A/Regulation S with registration rights; non-callable for five years; to help fund purchase of former Deutsche Telekom assets Ish GmbH, Kabel BW and Iesy eKabel Hessen GmbH for €2.7 billion; largest cable network operator in Europe acquired in 2003 from Deutsche Telekom by a consortium of financial investors comprised of Apax Partners, Providence Equity Partners and Goldman Sachs Capital Partners; European roadshow started June 7 at Deutsche Bank Securities European High Yield Conference, expected to price during June 21 week.

RANGE RESOURCES CORP.: $100 million add-on to 7 3/8% senior subordinated notes due 2013 (B3/B); JP Morgan, UBS Investment Bank, Banc of America Securities, Harris Nesbitt, Credit Lyonnais, Wachovia Securities; Rule 144A; Callable after July 15, 2008 at 103.688, 102.458, 101.229, par on or after July 15, 2011; equity clawback for 35% at 107.375 until July 15, 2006; to partially fund acquisition of 50% of Great Lakes Energy Partners, LLC that Range does not currently own, or general corporate purposes; Fort Worth-based independent oil and gas company operating in the Permian, Mid-Continent, Gulf Coast and Appalachian regions; original $100 million priced July 16, 2003; roadshow starts June 16; pricing June 22.

SEITEL, INC.: $190 million senior notes due 2012 (expected ratings B3/B-); UBS Investment Bank (books), Jefferies & Co. (co); Rule 144A; non-callable for four years; to fund reorganization/exit from Chapter 11; Houston seismic information and technology company; roadshow June 15-23; pricing June 23.

AMES TRUE TEMPER: $150 million senior subordinated notes due 2012; Banc of America Securities (books), Wachovia Securities (co); Rule 144A; non-callable for four years; to help fund Castle Harlan's LBO of Ames True Temper from Wind Point Partners; Camp Hill, Pa. manufacturer of non-motorized lawn and garden tools; roadshow June 15-23.

PIERRE FOODS: $125 million senior subordinated notes due 2012 (B3/B-); Banc of America Securities, Wachovia Securities (joint); Rule 144A; non-callable for four years; to fund the LBO by Madison Dearborn Partners, including the tender for the senior notes due 2006; Cincinnati producer of cooked branded and private label protein, bakery products and microwaveable sandwiches for the domestic food service market; roadshow June 16-24; expected to price late in the June 21 week.

THE WORNICK CO.: $125 million senior secured notes due 2011 (B2); Jefferies & Co. (books), CIBC World Markets (co); Rule 144A; non-callable for four years; to fund the acquisition of Wornick by Veritas Capital; Cincinnati-based provider of military food rations and other packaged food products; roadshow starts June 16; pricing late in the week of June 21.

MEDICAL DEVICE MANUFACTURING, INC.: $190 million senior subordinated notes due 2012 (B-); Credit Suisse First Boston; Rule 144A; non-callable for four years; subsidiary of UTI Corp., subsidiary of UTI Corp., a Collegeville, Pa. provider of metal and plastic components, assemblies, and finished devices to medical device OEM's; roadshow started June 15.

JUNE BUSINESS

US ONCOLOGY: $675 million via Rule 144A: $200 million senior notes due 2012 (B-), non-callable for four years, and $475 million senior subordinated notes due 2014 (B-), non-callable for five years; Citigroup, JP Morgan, Wachovia Securities; also $500 million senior secured credit facility; to help fund LBO by Oiler Acquisition Corp., an affiliate of Welsh, Carson, Anderson & Stowe IX, LP.; Houston-based cancer treatment services company; expected to price in June.

THIRD QUARTER

ROCKWOOD SPECIALTIES INC.: €500-€600 million high yield notes; Credit Suisse First Boston, Goldman Sachs & Co., UBS Investment Bank; to help finance €2.25 billion acquisition of MG Technologies CeramTec, Chemetall, Sachtleben and DNES divisions; the divisions will be combined with Rockwood; Princeton, N.J. chemical manufacturer' transaction expected to close third quarter of 2004.

ON THE HORIZON

TUI AG: €250 million floating-rate notes due 2009; The Royal Bank of Scotland, WestLB; Regulation S; to refinance short- and medium-term debt; Hanover, Germany-based tourism group, with operations in shipping and logistics; "near future" transaction according to June 15 press release.

BOB EVANS FARMS: $190 million debt securities; NatCity Investments; to fund acquisition of Tustin, Calif.-based SWH Corporation (Mimi's Cafe) for $182 million in cash, including the assumption of approximately $78.7 million of outstanding debt, expected to be completed in July; Columbus, Ohio-based Bob Evan Farms owns and operates 561 full-service, family restaurants in 21 states.

HORIZON LINES LLC: $250 million high-yield bonds; Goldman Sachs & Co., UBS Investment Bank, ABN Amro; also $275 million credit facility; to help fund Castle Harlan Inc.'s acquisition of Horizon Lines from The Carlyle Group for $650 million; Horizon Lines is a Charlotte, N.C., container shipping company; expected mid-to-late June.

AMERICAN EQUITY INVESTMENT LIFE HOLDING CO.: $150 million senior notes due 2014 and 2016 (BB+); Merrill Lynch & Co., Raymond James, Advest, Wachovia Securities; off-the-shelf; non-callable for life; to refinance bank debt and general corporate purposes; West Des Moines, Iowa underwriter of annuity and insurance products; delayed May 7 pending Fitch rating.

HOLLYWOOD ENTERTAINMENT: $600 million: $400 million senior notes $200 million senior subordinated notes; UBS Investment Bank; Rule 144A; to fund acquisition of Oscar by Carso Holdings Corp., a Delaware corporation formed by affiliates of Leonard Green & Partners, LP.

PANAMSAT CORP.: High-yield bonds and new credit facility; hear Credit Suisse First Boston, Citigroup to lead both components; to finance $4.3 billion acquisition by Kohlberg Kravis Roberts & Co. from The DirecTV Group Inc., expected to be completed in second half of 2004; Wilton, Conn. satellite operator.

VERIZON HAWAII: New high-yield bonds; also new credit facility to be led by JPMorgan, Goldman Sachs, Lehman Brothers (same banks to lead bond deal, although not necessarily in that order; to fund Carlyle Group's $1.65 billion acquisition of Verizon Hawaii from Verizon Communications Inc.; pending regulatory approvals.

ADELPHIA COMMUNICATIONS CORP.: $3.3 billion 10-year senior unsecured notes; non-callable for five years; part of $8 billion bond and bank loan exit financing from Chapter 11; Deutsche Bank Securities; Greenwood Village, Colo. cable television company.

REFCO GROUP LTD.: Bond and bank deal; financing to be led by Bank of America, Credit Suisse First Boston and Deutsche Bank; to help fund acquisition of the company by Thomas H. Lee Partners, in a transaction valued at approximately $2.25 billion; New York City-based provider of risk management and investment services.

SICPA: €150 million; BNP Paribas, Credit Suisse First Boston.

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.

DNO ASA: Two new bond loans; to refinance existing bond loans and finance new investment in petroleum licenses, mainly on the Norwegian shelf; terms to be set at a board meeting in last week of May.

INCOME SECURITIES OFFERINGS IN THE MARKET

ALASKA COMMUNICATIONS SYSTEMS GROUP INC.: $400 million income deposit securities: shares of Class A common stock and senior subordinated notes due 2019; Citigroup, CIBC World Markets, JP Morgan (books), Banc of America Securities, RBC Capital Markets, Jefferies & Co., KeyBanc Capital Markets (co's); proceeds, together with cash on hand, to fund the cash payment existing stockholders in connection with the reclassification and to repay existing credit facility; Anchorage, Alaska-based provider of fixed line and mobile telecommunications services in Alaska.

ALLIANCE LAUNDRY HOLDINGS INC.: up to $375 million of income deposit securities (IDS) comprised of 20,415,857 shares of Class A common stock and $116.4 million aggregate principal amount of senior subordinated notes due 2019; also separate offering of $16.2 million senior subordinated notes separately (Caal/CCC on notes only); CIBC World Markets, Lehman Brothers (joint), UBS Investment Bank (co) estimated price $14.00 and $16.00 per IDS; company supplies washers and driers to laundromats.

AMERICAN SEAFOODS CORP.: approximately $674 million of income deposit securities and 15-year notes: 39.5 million IDSs comprised of shares of Class A common stock and $171.9 million of notes due June 15, 2019, ALSO separate offering of $27.7 million notes due June 15, 2019; CIBC World Markets, Merrill Lynch & Co. (leads), UBS Investment Bank (joint lead), Credit Suisse First Boston, RBC Capital Markets, Legg Mason, KeyBanc Capital Markets, SunTrust Robinson Humphrey, Piper Jaffray, Wells Fargo Securities, Scotia Capital, Morgan Joseph & Co.; to indirectly redeem additional equity from owners of affiliate, American Seafoods, LP.

B&G FOODS HOLDINGS CORP.: approximately $450 million proceeds from sale of 28.4 million Enhanced Income Securities (EIS), representing 28.4 million shares of Class A common stock and $196.2 million senior subordinated notes due 2016; ALSO separate offering of $26.5 million senior subordinated notes due 2016; RBC Capital Markets, Credit Suisse First Boston, Merrill Lynch & Co. (joint books), Lehman Brothers and Piper Jaffray; registered; 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. manufacturer of food products.

COINMACH SERVICE CORP.: $400 million income deposit securities comprised of shares of Class A common stock and senior secured notes due 2024; also a separate offering of senior secured notes due 2024; Merrill Lynch & Co.; to redeem part of Coinmach Corp.'s 9% notes, repay bank debt and repurchase class A and class B preferred shares; Plainview, N.Y. supplier of coin and card operated laundry equipment.

DAVCO ACQUISITION HOLDING INC.: $161 million Enhanced Income Securities comprised of class A common stock and senior subordinated notes due 2016, also separate offering of senior subordinated notes due 2016; RBC Capital Markets (books), KeyBanc Capital Markets, Oppenheimer, SunTrust Robinson Humphrey; to repurchase class B common stock from Citicorp Venture Capital, Ltd. and affiliates; subsidiary of Crofton, Md.-based DavCo Restaurants Inc., the largest franchisee of Wendy's International, Inc.

EYE CARE CENTERS OF AMERICA: $375 million Income Units comprised of class A common stock and senior subordinated notes due 2014; Banc of America Securities, Merrill Lynch & Co. (books), Citigroup, Lehman Brothers (co's); proceeds along with available cash to repay credit facility, redeem $100 million 9 1/8% senior subordinated notes due 2008 and $50 million subordinated term notes, also redeem all outstanding preferred stock and repurchase common stock from existing shareholders; San Antonio, Tex. prescription optical retail chain owner.

FAIRPOINT COMMUNICATIONS INC.: $750 million income desposit securities; includes shares of Class A common stock and senior subordinated notes due 2019; also a separate offering of senior subordinated notes due 2019 (CCC+ notes only); CIBC World Markets, Citigroup, Deutsche Bank Securities (books), Banc of America Securities, Credit Suisse First Boston, RBC Capital Markets, UBS Investment Bank, Wachovia Securities (co's); also concurrent $450 million senior secured credit facility; to repay existing credit facility, fund tender for $115.2 million 9 ½% senior subordinated notes due 2008, $75 million floating rate notes due 2008, $193 million 12 ½% senior subordinated notes due 2010, $225 million 11 7/8% senior notes due 2010; Charlotte, N.C.-based rural local-exchange carrier services provider.

IOWA TELECOMMUNICATIONS SERVICES INC.: $725 million income deposit securities comprised of shares of common stock and senior subordinated notes due 2014, also separate offering of senior subordinated notes due 2014; CIBC World Markets, Citigroup, Lehman Brothers, UBS Investment Bank, Jefferies & Co., Legg Mason, RBC Capital Markets; to repay debt; Newton, Iowa-based telecommunications company.

MERISANT WORLDWIDE, INC.: $700 million income deposit securities comprised of shares of class A common stock and senior subordinated notes due 2019, also separate offering of senior subordinated notes due 2019; Credit Suisse First Boston, RBC Capital Markets, Merrill Lynch & Co. (joint); to repay bank debt, repurchase discount notes, repurchase senior subordinated notes, repurchase class B common stock, fund payments under existing management incentive plans; formerly known as Tabletop Holdings, Inc., Chicago company markets low calorie tabletop sweeteners.

RURAL LEC ACQUISITION LLC: $190 million income deposit securities comprised of class A common stock and senior subordinated notes due 2019; CIBC World Markets, RBC Capital Markets; to repay $81.2 million of long-term notes and $18 million Mid-Missouri Holding long-term notes and for general corporate purposes; Oneonta, Ala. provider of telephone services in Alabama and Missouri, plans to change its name to Otelco Inc. before the offering closes.

TRANSCORE HOLDINGS INC.: $375 million Enhanced Yield Securities comprised of class A common stock and senior subordinated notes due 2016, also a separate offering of senior subordinated notes due 2016; Lehman Brothers; proceeds, along with a new credit facility, will be used to repay existing credit facility borrowings, redeem common and preferred stock and make other payments to security holders and employees; Harrisburg, Pa. provider of information technology to toll road operators, state departments of transportation, trucking companies and freight brokers.

UAP HOLDING CORP.: $680 million income deposit securities and senior subordinated notes due 2019: $640 million of income deposit securities comprised of 32 million securities to price at approximately $20.00 per security, to include shares of common stock (valued at $11.41 per share), and $275 million of senior subordinated notes due 2019 (valued at $8.59 per note); also separate offering of $39.7 million senior subordinated notes due 2019 (Caa3 on both debt offerings); Credit Suisse First Boston, UBS Investment Bank, CIBC World Markets (joint), Goldman, Sachs & Co., Merrill Lynch & Co (co's); to take out preferred stock owned by ConAgra and stock owned by company executives and Apollo Management V LP; subsidiary of United Agri Products, the former ConAgra agricultural products business.

VALOR COMMUNICATIONS GROUP, INC.: $875 million income deposit securities: shares of class A common stock and senior subordinated notes due 2019, also separate offer of senior subordinated notes due 2019 (CCC+ on both debt offerings), notes non-callable for seven years; CIBC World Markets, Merrill Lynch & Co., Lehman Brothers (joint), Banc of America Securities, JP Morgan (co's); to purchase subsidiaries' stock and repay debt; Irving, Tex.-based telecommunications provider.

XERIUM TECHNOLOGIES, INC.: $700 million income deposit securities comprised of shares of class A common stock and senior subordinated notes due 2019; also separate offering of senior subordinated notes due 2019; CIBC World Markets (books), Citigroup, Merrill Lynch & Co., Robert W. Baird & Co., Calyon Securities, KeyBanc Capital Markets, Legg Mason (co's); to repay debt, including senior and mezzanine credit facilities and to redeem a portion class A common stock; Westborough, Mass.-based manufacturer and supplier of clothing and machinery covers.

ROADSHOWS

June 4-16: VISKASE COS. INC. $90 million; Jefferies & Co.; Rule 144A; 7NC4

Started June 7 in Europe, June 11 in U.S.: KABEL DEUTSCHLAND GMBH €700 million equivalent; Deutsche Bank Securities, Morgan Stanley; Rule 144A/Regulation S; 10NC5

Started June 10: PLAINS EXPLORATION $250 million; Lehman Brothers, JP Morgan; Rule 144A; 10NC5

Started June 15: BEVERLY ENTERPRISES, INC. $225 million; Rule 144A; 10-year

Started June 15: MEDICAL DEVICE MANUFACTURING, INC. $190 million; Credit Suisse First Boston; Rule 144A; 8NC4

June 15-23: SEITEL, INC. $190 million; UBS Investmet Bank; Rule 144A; 8NC4

June 15-21: PRIDE INTERNATIONAL, INC. $400 million; Citigroup, Banc of America Securities, Deutsche Bank Securities; Rule 144A; 10NC5

June 15-23: AMES TRUE TEMPER $150 million; Banc of America Securities; Rule 144A; 8NC4

Starts June 16: RANGE RESOURCES CORP. $100 million add-on; JP Morgan; Rule 144A

Starts June 16: THE WORNICK CO. $125 million; Jefferies & Co.; Rule 144A; 7NC4

June 16-24: PIERRE FOODS $125 million; Banc of America Securities, Wachovia Securities; Rule 144A; 8NC4

RECENT SHELF FILING WITH THE SECURITIES AND EXCHANGE COMMISSION

AMERICAN RETIREMENT CORP.: $250 million shelf filed June 9 for common stock, preferred stock, debt securities and warrants; securities may be issued as convertibles; Brentwood, Tenn. operator of senior living communities will use proceeds to fund acquisitions, for capital expenditures, to repay debt and for general corporate purposes.

BRIGHAM EXPLORATION CO. (Symbol: BEXP): $200 million shelf filed June 9 for debt securities, common stock, preferred stock, depositary shares and warrants; securities may be issued as convertibles; Austin, Tex. exploration and production company will use proceeds for general corporate purposes.

HUGHES SUPPLY, INC. (Symbol: HUG): $700 million shelf filed June 14 for debt securities, shares of common stock, warrants, stock purchase contracts and units; securities may be issued as convertibles; includes $67.1 million previously registered but unsold; Orlando, Fla. wholesale distributor of construction, repair and maintenance-related products will use proceeds for acquisitions, repayment of debt, capital expenditures, working capital and other general corporate purposes.

VIASAT, INC. (Symbol: VSAT): $200 million shelf filed June 14 for debt securities, preferred stock, depositary shares, common stock and warrants; securities may be issued as convertibles; includes $46 million previously registered but unsold; Carlsbad, Calif. provider of broadband digital satellite communications and other wireless networking and signal processing equipment will use proceeds for general corporate purposes.

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