High Yield Calendar

Total amount of dollar-denominated high-yield bond offerings being marketed: $3.2 billion

WEEK OF MARCH 8

ESCHELON TELECOM: $100 million ($85 million proceeds) senior second secured notes (restructured from senior unsecured notes) due 2010 (CCC+); Jefferies & Co., Wachovia Securities; non-callable for three years; to repay bank debt; Minneapolis-based voice, data and internet services provider; notes to be offered at a discount price of 85; price talk 11¾% area; pricing Wednesday afternoon.

GRANDE COMMUNICATIONS HOLDINGS INC.: $125 million senior secured notes with warrants (restructured from senior unsecured notes) due 2014 (Caa2/CCC); Bear Stearns & Co. (books), Deutsche Bank Securities (co); Rule 144A; non-callable for five years; to refinance existing debt, fund capital expenses and general corporate purposes; San Marcos, Tex.-based internet, local and long-distance telephone and cable TV company; unofficial talk 14% coupon at a discount to yield 15%; roadshow Feb. 24-March 3.

NORSKE SKOG CANADA LTD.: $225 million senior notes due 2014 (BB); Merrill Lynch & Co., Banc of America Securities; Rule 144A; non-callable for five years; to redeem 10% senior notes due 2009, $200 million outstanding, and general corporate purposes; newsprint and specialty ground wood paper producer headquartered in Vancouver, B.C.; investor conference call on Wednesday.

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; roadshow started middle of March 1 week; pricing expected on March 11.

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; roadshow March 3-11.

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.

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 starts 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 starts 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.

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

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 middle of March 1 week: BEAL FINANCIAL CORP. $500 million; Friedman Billings Ramsey; Rule 144A; 10NC3

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

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

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

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

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

RECENT SHELF FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION

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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