High Yield Calendar

Total amount of dollar-denominated high-yield bond offerings being marketed: $1.607 billion

WEEK OF JAN. 19

PORTOLA PACKAGING, INC.: $180 million senior notes due 2012 (B2/B-); JP Morgan, UBS Investment Bank (joint); Rule 144A/Regulation S; non-callable for four years; to redeem $110 million 10¾% senior notes due 2005, pay down $40 million of credit facility, redeem $20 million of redeemable warrants, repurchase common shares, and general corporate purposes; San Jose, Calif. plastic container manufacturer; price talk 8½% area; pricing Tuesday.

UAP HOLDING CORP: $62.3 million (proceeds) 8.5-year senior discount notes, four-year zero coupon; UBS Investment Bank; Rule 144A; non-callable for five years; to pay dividend to equity sponsor; parent of Greeley, Colo.-based United Agri Products, Inc.; price talk 10¾%-11%, pricing Tuesday afternoon.

WEEK OF JAN. 26

SGL CARBON FINANCE SA: €300 million senior notes due 2012; Credit Suisse First Boston, Deutsche Bank Securities (joint); non-callable for four years; to repay bank debt, redeem convertible notes, pay antitrust fine; Wiesbaden, Germany-based producer of carbon and graphite products; roadshow starts in Europe early in Jan. 19 week, in U.S. later in same week; expected to price Jan. 26.

CARMIKE CINEMAS, INC.: $150 million senior subordinated notes due 2014; Goldman Sachs & Co. (books), Bear Stearns & Co., UBS Investment Bank, Harris Nesbitt, Jefferies & Co. (co's); Rule 144A; non-callable for five years; proceeds, along with proceeds from concurrent equity offering, to repay term loan and tender for outstanding 10 3/8% senior subordinated notes due 2009; Columbus, Ga. movie theater operator; roadshow launches Jan. 20; pricing Jan. 29.

INMARSAT GROUP LTD.: $375 million senior notes due 2012 (B2/B); Credit Suisse First Boston, Barclays Capital, RBS Capital Markets (joint); Rule 144A; non-callable for four years; to fund the acquisition of Inmarsat by Apax and Permira for $1.538 billion; London-based global satellite communications services company; Europe roadshow Jan. 15-16; U.S. roadshow starts Jan. 20; expected to price Jan. 30.

JANUARY BUSINESS

HEAD NV: €125 million senior notes; Citigroup; Rule 144A/Regulation S; to redeem Head Holding Unternehmensbeteiligung GmbH's 10% senior notes due 2006, repay debt and general corporate purposes; Rotterdam-based manufacturer and marketer of sports equipment; roadshow expected to start week of Jan. 19.

ATLANTIC BROADBAND FINANCE, LLC: $150 million senior subordinated notes due 2014 (Caa1); Merrill Lynch & Co.; to fund acquisition of cable TV assets from Charter Communications, sponsored by Abry Partners; multiple system cable operator headquartered in Quincy, Mass.

PETRO STOPPING CENTERS OPERATING PARTNERSHIP LP: $215 million senior secured notes; Banc of America Securities; Rule 144A; to fund tender for 10½% senior notes due 2007 and exchange for senior discount notes due 2008; El Paso, Tex.-based owner and operator of truck stops; consent solicitation expires on Feb. 9.

ON THE HORIZON

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.

PLY GEM INDUSTRIES: $200 million high yield notes; UBS Investment Bank, Deutsche Bank Securities (joint); also $325 million senior secured financing; to fund Caxton-Iseman Capital's $570 million LBO of firm from Nortek Inc.; Kearney, Mo.-based residential construction products manufacturer; expected to close during first quarter of 2004.

GOODYEAR TIRE & RUBBER CO.: $250 million (minimum) of new debt securities; to repay bank debt.

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; pricing expected in January.

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.

EMERGING MARKETS CORPORATE OFFERINGS

RELIANCE INDUSTRIES: $750 million bond due 2008 (existing ratings Ba2/BB); Credit Suisse First Boston; Regulation S; diversified Indian company.

VOTO-VOTORANTIM OVERSEAS TRADING OPERATIONS III LTD.: $300 million senior notes with intermediate maturity (B1/B+); ABN Amro, UBS Investment Bank (joint); Rule 144A/Regulation S (with no registration rights); to refinance short term debt and for general corporate purposes; São Paulo, Brazil-based conglomerate with operations in cement, pulp and paper, aluminum, zinc and nickel, chemicals, frozen concentrated orange juice, energy, and banking; roadshow started Jan. 13 in New York, Jan. 14 in Boston, Jan. 15 in London, Jan. 16 in Paris and Zurich.

INDUSTRIAS UNIDAS SA DE CV (IUSA): $175 million senior unsecured notes due 2014 (B+); Deutsche Bank Securities (books), Merrill Lynch & Co., Fleet Securities (co's); Rule 144A/Regulation S (with registration rights); non-callable for five years; to repay debt; manufacturer of building and electrical products headquartered in El Salvador, C.A., Mexico; roadshow started Jan. 13; pricing late in the Jan. 19 week.

PRIVATBANCK: $150 million three-year notes (B-); Credit Suisse First Boston; Ukrainian bank.

EMERGING MARKETS OFFERINGS ON THE HORIZON

COLVIS FINANCE LTD. (Yuzhmash): $107.5 million bond issue due 2011 (B1/B); JP Morgan; Regulation S; for capex and working capital purposes relating to the Sea Launch project; Dnepropetrovsk, Ukraine rocket manufacturer.

INDUSTRIAL DEVELOPMENT BANK OF INDIA: $300 million eurobonds due 2009 (Ba1/BB); JP Morgan, Citigroup (joint); Regulation S; to help restructure Indian steel industry; state-run financial institution; expected to launch early February 2004.

PHILIPPINE NATIONAL BANK: $140 million lower tier II sub bonds due 2013; JP Morgan; non-callable for five years; roadshow expected to start Nov. 14 in Manila, Nov. 17 in Singapore, Nov. 19 in Hong Kong.

FILINVEST LAND INC.: $100 million bonds due 2008 (unrated); JP Morgan; to refinance debt and fund capital expenditures; Philippine homebuilder; price talk 9 ¼%-9 ½%.

PT BANK MANDIRI: up to $400 million of new debt securities; expected first quarter of 2004.

ROADSHOWS

Started Jan. 13: VOTO-VOTORANTIM OVERSEAS TRADING OPERATIONS III LTD. $300 million; senior notes with intermediate maturity (B+); ABN Amro, UBS Investment Bank; Rule 144A/Regulation S; intermediate maturity

Started Jan. 13: INDUSTRIAS UNIDAS S.A. DE C.V. (IUSA) $175 million; Deutsche Bank Securities; Rule 144A/Regulation S; 10NC5

Started Jan. 15: INMARSAT GROUP LTD. $375 million; Credit Suisse First Boston, Barclays Capital, RBS Capital Markets; Rule 144A; 8NC4

Starts early Jan. 19 week: SGL CARBON FINANCE SA €300 million; Credit Suisse First Boston, Deutsche Bank Securities; 8NC4

Starts Jan. 19 week: HEAD NV €125 million; Citigroup; Rule 144A/Regulation S

Starts Jan. 20: CARMIKE CINEMAS, INC. $150 million; Goldman Sachs & Co.; Rule 144A; 10NC5

RECENT SHELF FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION

LTX CORP. (Symbol: LTXX): $250 million shelf filed Jan. 13 for common stock, debt securities and warrants; securities may be issued as convertibles; Westwood, Mass. semiconductor test company will use proceeds for working capital and general corporate purposes.

http://www.sec.gov/Archives/edgar/data/357020/000119312504003461/ds3.htm

OVERSEAS SHIPHOLDING GROUP, INC. (Symbol: OSG): $500 million shelf filed Jan. 13 for common stock and debt securities; securities may be issued as convertibles; New York bulk shipping company will use proceeds for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/75208/000095015704000033/s-3.txt

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