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Published on 12/6/2006 in the Prospect News Convertibles Daily.

New Issue: Galaxy Entertainment prices $240 million convertibles notes at 0%, up 11.43%

New York, Dec. 8 - Galaxy Entertainment Group Ltd. priced a $240 million placement of convertible notes to yield 0% with an 11.43% initial conversion premium.

Merrill Lynch Far East Ltd. and JPMorgan Securities Ltd. are joint placement agents. Merrill will place $25 million, JPMorgan will place $55 million and the remainder will be sold to four institutional investors.

There is a conversion price reset after two years with a floor of an 11.43% discount to the closing stock price on Dec. 1, when trading was halted ahead of the sale.

The initial conversion price is at an 11.43% premium to that level and a 20% premium to the three-month average.

Galaxy said 85% of the proceeds will be used to help fund the expansion of its Cotai Mega Resort while the remainder will be used for general corporate purposes.

Galaxy is a Hong Kong-based operator of casinos, hotels and entertainment facilities in Macau.

Issuer:Galaxy Entertainment Group Ltd.
Issue:Convertible notes
Amount:$240 million
Maturity:Dec. 14, 2011
Coupon:0%
Price:Par
Yield:0%
Call:Dec. 14, 2007 onwards at par subject to 130% hurdle for first third, 145% hurdle for second third and 160% hurdle for remainder
Initial conversion price:HK$9.36
Initial conversion premium:11.43%
Placement agents:Merrill Lynch Far East Ltd., JPMorgan Securities Ltd.
Pricing date:Dec. 5
Settlement:Dec. 14

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