Convertibles Calendar

SEPTEMBER 17

SONIC AUTOMOTIVE INC. (NYSE: SAH): $125 million of 20-year convertible senior notes; after the market close on Thursday; talked to yield 5.5%-6%, up 22.5%-27.5%; greenshoe $18.75 million of notes; concurrent 9 million share stock offering, or about $100 million of stock; registered; via J.P. Morgan Securities Inc. and Bank of America Merrill Lynch, with Wells Fargo Securities, Moelis and Stephens Inc. as co-managers; non-callable for five years, with puts in years five, 10 and 15; contingent conversion at 130%; proceeds to repay Sonic's 4.25% convertible senior subordinated notes due 2015 (of which there is about $160 million outstanding and which holders can put in November 2010) and its 6% convertible senior subordinated notes due 2012; if unable, proceeds will be used to repay outstanding amounts under its credit facility; Charlotte, N.C.-based third largest automotive retailer in the United States.

ON THE HORIZON

SECURITY FEDERAL CORP. (OTCBB: SFDL): $5 million to $15 million of 30-year convertible senior debentures; to yield 8%, with an initial conversion premium of about 67%; minimum denominations of $5,000, and increments of $1,000, up to a maximum of $1 million per subscriber; non-callable for 10 years, then at par; up to $5 million of the proceeds will be used to repay a line of credit with another financial institution; Aiken, S.C.-based savings and loan holding company for Security Federal Bank.

WACCAMAW BANKSHARES INC. (Nasdaq: WBNK): Up to $10 million of mandatory convertible perpetual preferred stock, or 400,000 of series B mandatories, with a liquidation amount of $25; to yield 7%; together with warrants, which will purchase one share of common stock at $5 per share for five years; distribution via shareholder rights offering and public offering for remainder; via McKinnon & Co., as bookrunner on a best-efforts basis; greenshoe of $1.5 million of units; proceeds to enhance bank's capital ratios and support growth through lending, or to retire outstanding debt and to redeem securities, and for general corporate purposes; preferred stock and warrants will each be listed on the Nasdaq Global Market; Whiteville, N.C.-based bank holding company.

INTERNATIONAL CONVERTIBLES

ON THE HORIZON

BANCO POPULAR (Madrid: BPESF): €500 million of four-year exchangeable bonds through its People's Capital subsidiary; expandable to €700 million; to yield 7% during the first year and Euribor plus 400 bps for the remaining years; holders will have the option to exchange their bonds on each anniversary of issuance; Credit Suisse Securities (Europe) lead manager and bookrunner; phased placement starting in mid-September; Spain's third-largest listed bank.

BANCO BILBAO VIZCAYA ARGENTARIA SA (Madrid: BBVA): €1 billion of five-year mandatory convertibles, aimed at retail investors; financial group based in Madrid.

WESTERN FINANCIAL GROUP INC. (Toronto: WES): a minimum of C$15 million and a maximum of C$30 million of perpetual convertible first preferred shares; in a best-efforts deal; via syndicate co-led by TD Securities Inc., CIBC World Markets Inc. and RBC Dominion Securities Inc., and also Desjardins Securities Inc., Jennings Capital Inc., GMP Securities LP, Acumen Capital Finance Partners Ltd. and Industrial Alliance Securities Inc.; Regulation S; proceeds for general corporate purposes and to fund ongoing capital requirements for the company's subsidiaries; expected to close on Sept. 3; entitled to fixed cumulative preferential cash dividends at a rate of C$9 per share, which have a par value of C$100 per share, per annum for each year until March 31, 2015; convertible at C$2.81 per common share; non-callable until Sept. 30, 2012, and provisionally callable after that with a 135% price hurdle; financial services company based in High River, Alta.

BLACKROCK LATIN AMERICAN INVESTMENT TRUST PLC (London: BRLA): up to $75 million of six-year convertible bonds; talked to yield 3.5%; Cenkos Securities plc is bookrunner; subject to shareholder approval at a general meeting of shareholders expected to be held in late August or early September; conversion price will be based on the investment fund's U.S. dollar net asset value on the penultimate business day before the general meeting, plus a conversion premium of 5% for the first three years, ratcheting up to 15% for the second three years; distribution will be mainly in Europe, and issue won't be offered in the United States; proceeds will be invested; London-based investment fund.

INTRALOT SA: up to €150 million of a convertible bond loan; up to seven-year duration; approved at a June 4 shareholders meeting; Athens-based provider of lottery gaming systems.

UNIONE DI BANCHE ITALIANE SCPA: €640 million of four-year convertible bonds; fixed coupon and will be listed for trading; convertible at the option of both the bondholders and the group; net share settlement; Bergamo, Italy, banking group resulting from the 2007 merger of BPU - Banche Popolari Unite and Banca Lombarda e Piemontese.

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