Convertibles Calendar

MAY 3 WEEK

CAPITAL AUTOMOTIVE REIT (Symbol: CARS): $100 million 20-year convertible notes, with a $10 million greenshoe; via Credit Suisse First Boston; off shelf; McLean, Va., automotive dealership real estate investment trust; talked at 5.5%-6%, up 28%-33%; to price after the close Thursday.

CONSECO INC. (Symbol: CNO): $500 million of three-year mandatory convertible units, par $25; also $1 billion of common stock; talked at 5.5% yield, 22% initial conversion premium (revised from original guidance for 5.75% to 6.25% dividend, up 18% to 22%); 150% call threshold with dividend make-whole; offerings boosted from original plans for $350 million mandatory and $800 million in 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 convertible offering are Goldman Sachs & Co. and Morgan Stanley with JPMorgan as co-manager; joint bookrunners of the stock offering are Goldman Sachs & Co. and Morgan Stanley with Banc of America Securities as co-manager; seen pricing after the market close Thursday.

MAY 24 WEEK

GENWORTH FINANCIAL INC. (Symbol: GNW proposed): $600 million three-year noncallable mandatory convertible; $25 par; price talk of 5.75% to 6.25% dividend and 18% to 22% initial conversion premium; Genworth is also selling $100 million of Series A preferred shares; 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.; via joint lead managers Morgan Stanley and Goldman Sachs & Co.; pricing is slated for May 24.

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

TOWER AUTOMOTIVE INC. (Symbol: TWR): $110 million convertible notes; to refinance existing 5% convertibles before maturity in August; Novi, Mich. automotive components maker.

RECENT SHELF FILINGS WITH THE SEC:

COMPUCREDIT CORP. (Symbol: CCRT): $350 million shelf filed May 5 for common stock, preferred stock and debt securities; securities may be issued as convertibles; Atlanta provider of sub-prime credit and financial services will use proceeds for general corporate purposes.

GERON CORP. (Symbol: GERN): $150 million shelf filed May 5 for debt securities, preferred stock, common stock and warrants; securities may be issued as convertibles; Menlo Park, Calif. biopharmaceutical company will use proceeds for general corporate purposes.

HEICO CORP. (Symbol: HEI.A): $120 million shelf filed May 3 for common stock, class A common stock, preferred stock, debt securities, depository shares, warrants and units; securities may be issued as convertibles; Hollywood, Fla. manufacturer of jet engine and aircraft replacement parts will use proceeds for general corporate purposes.

PRICELINE.COM INC. (Symbol: PCLN): $100 million shelf filed May 4 for debt securities and common stock; debt securities may be issued as convertibles; Norwalk, Conn. online travel company will use proceeds for general corporate purposes.

ROYAL CARIBBEAN CRUISES LTD. (Symbol: RCL): $1 billion shelf filed May 3 for common stock, preferred stock and debt securities; securities may be issued as convertibles; includes $54.69 million previously registered but unsold; Miami cruise line will use proceeds for capital expenditures, the repayment of indebtedness, working capital and general corporate purposes.

TXU CORP. (Symbol: TXU): $2 billion shelf filed May 4 for debt securities, preference stock, common stock, stock purchase contracts, stock purchase units and trust preferreds; Dallas power company will use proceeds for general corporate purposes.

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