Convertibles Calendar

MARCH 22 WEEK

AVATAR HOLDINGS INC. (Symbol: AVTR): Rule 144A/Reg S; $75 million of 20-year convertible senior notes, with $20 million greenshoe; price talk of 4.0-4.5% yield, 38-42% initial conversion premium; non-callable for 7 years; puts in years 7, 10 and 15; 120% contingent conversion trigger; Coral Gables, Fla.-based Avatar is a real estate development company; will use 40% of proceeds to purchase shares from purchasers of the notes and remainder for general corporate purposes; via sole bookrunner Citigroup Global Markets Inc.; slated to price after the close Wednesday.

CHESAPEAKE ENERGY CORP. (Symbol: CHK): Rule 144A; $255 million of perpetual convertible preferreds, with $38.25 million greenshoe; $1,000 par; price talk of 3.625-4.125% dividend, 37.5-42.5% initial conversion premium; non-callable for 5 years, then with a 130% hurdle for life; 130% contingent conversion trigger; chief executive officer, Aubrey McClendon, and chief operating officer, Tom Ward, plan to purchase $20 million of the convertible preferreds directly from the company; Oklahoma City-based independent oil and gas company to use proceeds to repay debt under its bank credit facility and to fund $100 million of pending acquisitions of oil and gas properties, or in the event the acquisitions are not consummated, for general corporate purposes including possible acquisitions; joint bookrunners are Lehman Brothers (stabilization agent), Bear Stearns & Co., Banc of America Securities and Credit Suisse First Boston; set to price after the close Wednesday.

FREEPORT MCMORAN COPPER & GOLD INC. (Symbol: FCX): Rule 144A; $1 billion of perpetual convertible preferreds, with $100 million greenshoe; price talk of 5.0-5.5% dividend, 40-45% initial conversion premium; non-callable for five years, then with a 130% trigger for life; dividend protection for quarterly dividends over 20 cents per share; New Orleans mining concern to use proceeds to buyback 23.93 million of its Class B shares from a subsidiary of Rio Tinto plc; via joint bookrunners Morgan Stanley and Merrill Lynch; to price after the close Wednesday.

ON THE HORIZON

ADVANCED SEMICONDUCTOR ENGINEERING INC.: (Symbol: ASX): $135 million of five-year convertible notes, with a $15 million greenshoe; via lead manager Goldman Sachs International; the Taiwanese semiconductor testing firm also plans to sell 60 million American Depositary Shares, which will each represent five ordinary shares with a par value of NT$10 each; timing will be as soon as the registration statement at the Securities and Exchange Commission becomes effective.

http://www.sec.gov/Archives/edgar/data/1122411/000119312503094347/df3.htm

CONSECO INC. (Symbol: CNO): $350 million of mandatory convertibles and $800 million of common stock; proceeds to take out its $859.7 million of 10.5% step-up payable-in-kind convertible preferreds, repay debt under its senior credit facility, which matures in 2009 and currently has a weighted average interest rate of 7.8%, contribute capital to insurance subsidiaries and general corporate purposes; joint bookrunners of the mandatory offering are Goldman Sachs & Co. and Morgan Stanley with JPMorgan in the syndicate; joint bookrunners of the stock offering are Goldman Sachs & Co. and Morgan Stanley with Banc of America Securities in the syndicate.

http://www.sec.gov/Archives/edgar/data/1224608/000095013704000416/c82126sv1.txt

GENWORTH FINANCIAL INC. (Symbol: GNW proposed): $600 million mandatory convertible, or equity units, with $25 par; part of General Electric Co.'s spin-off of its insurance unit Genworth Financial Inc., which would divest 30% of GE's ownership with the remaining to be sold later; GE plans to use proceeds to invest in growth initiatives and reduce parent-supported debt at GE Capital Corp.; joint lead managers are Morgan Stanley and Goldman Sachs & Co.; offerings to be completed by the end of June.

RECENT SHELF FILINGS WITH THE SEC:

ABGENIX, INC. (Symbol: ABGX): $250 million shelf filed March 17 for debt securities, preferred stock, common stock or warrants; securities may be issued as convertibles; Fremont, Calif. biopharmaceutical company will use proceeds for research and development, capital expenditures, working capital and other general corporate purposes.

http://www.sec.gov/Archives/edgar/data/1052837/000104746904008356/a2128749zs-3.htm

ARMOR HOLDINGS, INC. (Symbol: AH): $500 million shelf filed March 23 for debt securities, preferred stock, common stock and warrants; securities may be issued as convertibles; Jacksonville, Fla. manufacturer of security products and vehicle armor will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/1284377/000095013604000827/file001.txt

BOEING CO. (Symbol: BA): $1 billion shelf filed March 23 for debt securities and common stock; securities may be issued as convertibles; Chicago aerospace firm will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/12927/000104746904008995/a2131349zs-3.htm

DURATEK, INC. (Symbol: DRTK): $125 million shelf filed March 18 for debt securities, warrants, preferred stock and common stock; securities may be issued as convertibles; Columbia, Md. provider of radioactive materials disposal and operator of nuclear facilities will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/785186/000104746904008374/a2131268zs-3.htm

EASTMAN CHEMICAL CO. (Symbol: EMN): $1 billion shelf filed March 17 for common stock, preferred stock, depositary shares, warrants, stock purchase contracts, stock purchase units, debt securities and units; securities may be issued as convertibles; Kingsport, Tenn. chemical company will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/915389/000095014404002667/g87696sv3.htm

FORTUNE BRANDS, INC. (Symbol: FO): $2 billion shelf filed March 23 for debt securities, preferred stock, common stock and warrants; securities may be issued as convertibles; Lincolnshire, Ill. consumer branded products company will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/789073/000119312504047345/ds3.htm

LTC PROPERTIES, INC. (Symbol: LTC): $200 million shelf filed March 23 for debt securities, preferred stock and common stock; securities may be issued as convertibles; includes $45 million previously registered but unsold; Malibu, Calif. long-term care and health-related real estate investment trust will use proceeds for general business purposes.

http://www.sec.gov/Archives/edgar/data/887905/000095014804000682/v97530orsv3.htm

PRIMEDIA INC. (Symbol: PRM): $1 billion shelf filed March 19 for debt securities, preferred stock, common stock, warrants, warrant units, stock purchase contracts, stock purchase units and stock purchase contracts; securities may be issued as convertibles; New York publishing company will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/884382/000104746904008569/a2130130zs-3.htm

RYLAND GROUP, INC. (Symbol: RYL): $350 million shelf filed March 19 for debt securities, common stock, preferred stock, depositary shares, warrants, stock purchase contracts and stock purchase units; securities may be issued as convertibles; Calabasas Calif. homebuilder and mortgage finance company will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/85974/000095013304001038/w95356sv3.htm

SOUTHERN UNION CO. (Symbol: SUG): $1 billion shelf filed March 19 for debt securities, common stock, preferred stock, warrants, securities purchase contracts, securities purchase units and depositary shares; securities may be issued as convertibles; Wilkes-Barre, Pa. transporter and distributor of natural gas will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/203248/000020324804000167/s3filing31904.txt

STANDARD PACIFIC CORP. (Symbol: SPF): $800 million shelf filed March 18 for debt securities, warrants, preferred stock and common stock; securities may be issued as convertibles; includes some previously registered but unsold securities; Irvine, Calif. homebuilder will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/878560/000119312504044898/ds3.htm

TIVO INC. (Symbol: TIVO): $100 million shelf filed March 18 for debt securities, warrants, preferred stock and common stock; securities may be issued as convertibles; includes $25.6 million previously registered but unsold securities; Alviso, Calif. provider of digital video recorders will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/1088825/000119312504044868/ds3.htm

UNITEDHEALTH GROUP INC. (Symbol: UNH): $2 billion shelf filed March 19 for debt securities, common stock, preferred stock, depositary shares, warrants, purchase contracts, purchase units and trust preferreds; securities may be issued as convertibles; includes $250 million previously registered but unsold; Minneapolis health care services company will add proceeds to its general funds.

http://www.sec.gov/Archives/edgar/data/731766/000095013404003797/c83285s3sv3.htm

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