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Published on 2/26/2004 in the Prospect News High Yield Daily.

High Yield Calendar

Total amount of dollar-denominated high-yield bond offerings being marketed: $4.070 billion

WEEK OF FEB. 23

INVENSYS: £650 million equivalent senior notes due 2011 (B3/B-) in dollar and euro tranches; Deutsche Bank Securities; non-callable for four years; part of £2.7 billion refinancing plan; new five-year £1.6 billion credit facility; British engineering company based in London; price talk 9½%-9¾% on both tranches; pricing Friday.

NEBRASKA BOOK CO., INC. (operating company): $190 million senior subordinated notes due 2012 (Caa1/CCC+), non-callable for four years, three-year 40% equity clawback; JP Morgan, Citigroup (joint), Fleet Securities (co), price talk 8 ½% area. NBC ACQUISITION CORP. (holding company): $50 million proceeds senior discount notes due 2013 (Caa2/CCC+), non-callable four years, three-year 40% equity clawback; ; JP Morgan, Citigroup (joint), Fleet Securities (co), price talk 10 ½% area. Both Rule 144A with registrations rights offerings: proceeds to fund recapitalization, including repayment of bank debt and funding of tenders for 8¾% senior subordinated notes due 2008 and 10¾% senior discount notes due 2009 (Weston Presidio, which currently holds approximately 32.1% of the capital stock of NBC Acquisition Corp., will acquire control over substantially all of the rest of the outstanding capital stock of the company not held by management); Lincoln, Neb.-based wholesale distributor of used college text books; pricing Friday

AMH HOLDINGS INC.: $258 million proceeds senior discount notes due 2014 (Caa1/B-); UBS Investment Bank; Rule 144A; to redeem $177.5 million of holding company preferred stock, pay $59 million cash dividend to shareholders and $15 million special bonus to management; parent of Cuyahoga Falls, Ohio-based Associated Materials Inc., maker of vinyl, aluminum and steel siding, vinyl windows, fencing, decking and railings; price talk 11%-11¼%; pricing Friday

THE READER'S DIGEST ASSOCIATION, INC.: $300 million of senior notes due 2011 (Ba3/BB-); JP Morgan; Rule 144A/Regulation S; non-callable for four years; to repay bank debt; Pleasantville, N.Y.-based publisher of the Reader's Digest; price talk 6½%-6¾%; pricing Friday.

PINNACLE ENTERTAINMENT, INC.: $200 million senior subordinated notes due 2012 (Caa1/existing CCC+/B-); Lehman Brothers, Bear Sterns & Co. (joint), Deutsche Bank Securities, SG Cowen, Hibernia, UBS Investment Bank (co's); Rule 144A/Regulation S; non-callable for four years; to repurchase or redeem part of 9¼% senior subordinated notes due 2007; Las Vegas-based gaming company; price talk 8¼%-8 3/8%; pricing Friday.

AINSWORTH LUMBER CO.: $200 million senior notes due 2014 (B1/B+); Goldman Sachs & Co. (books), Deutsche Bank Securities (co); Rule 144A; non-callable for five years; proceeds together with the excess cash, to fund tender for $89.085 million of 13 7/8% senior secured notes due July 15, 2007, and $184.6 million 12½% senior secured notes due July 15, 2007; Vancouver, B.C.-based forest products company; price talk 6¾%-7%; pricing Friday.

GOODYEAR TIRE & RUBBER CO.: $650 million senior secured notes due 2011 (B3); JP Morgan, Citigroup, Credit Suisse First Boston (placement agents); Regulation D; non-callable for four years; secured by junior liens on certain of the collateral securing the company's senior secured U.S. credit facilities; to repay bank debt and general corporate purposes; Akron, Ohio tire maker; price talk 11% area.

WEEK OF MARCH 1

GOLD KIST INC.: $200 million senior notes due 2014 (B2); Credit Suisse First Boston; Rule 144A/Regulation S; non-callable for five years; to repay bank debt and for general corporate purposes; Atlanta-based chicken processor; roadshow started Feb. 23; pricing during March 1 week.

KNOLOGY, INC.: $280 million senior notes due 2014 (Caa2/CCC-); UBS Investment Bank, Morgan Stanley (joint), Jefferies & Co. (co); Rule 144A/Regulation S; non-callable for five years; to repay bank debt and general corporate purposes; West Point, Ga. provider of interactive communications and entertainment services in the Southeast; roadshow Feb. 23-March 2.

GLOBAL CASH ACCESS, LLC: $235 million senior subordinated notes due 2012 (Caa1/B-); Banc of America Securities; Rule 144A with registration rights; non-callable for four years; to finance M&C's purchase of First Data's 67% equity interest in Global Cash Access; concurrent $280 million senior secured credit facility; Las Vegas-based provider of transaction-processing services and products that dispense cash to casino customers; roadshow started Feb. 23; pricing middle of March 1 week.

GRANDE COMMUNICATIONS HOLDINGS INC.: $125 million senior notes due 2014 (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; roadshow Feb. 24-March 3; price guidance 11%; expected to price March 3.

FRIENDLY ICE CREAM CORP.: $175 million senior unsecured notes due 2012 (B2/B-); Goldman Sachs (books), Banc of America Securities (joint lead), SG Cowen (co); Rule 144A/Regulation S with registration rights; non-callable for four years; to help fund tender for $176 million 10½% senior notes due December 2007; Wilbraham, Mass.-based ice cream company; roadshow started Feb. 25; pricing March 3.

CELLU TISSUE HOLDINGS: $160 million senior secured notes due 2010 (expected ratings B2/B); JP Morgan; Rule 144A; non-callable for three years; to repay bank debt and fund a dividend payment; Hartford, Conn. manufacturer of specialty tissues and machine-glazed paper products; roadshow started Feb. 25; pricing expected March 3.

WH HOLDINGS/WH CAPITAL CORP. (HERBALIFE): $275 million senior notes due 2011 (B3/B); UBS Investment Bank; Rule 144A; non-callable for four years; to refinance the capital structure of WH Holdings; Century City, Calif.-based marketer of weight management and nutrition products; roadshow Feb. 25-March 3; pricing March 3 or 4.

TRUE TEMPER SPORTS INC.: $125 million senior subordinated notes due 2011 (B3/B-); Credit Suisse First Boston (books), Goldman Sachs & Co. (co); Rule 144A; non-callable for four years; to help support LBO by management and Gilbert Global Equity Partners from Cornerstone Equity Investors, including the repayment of a $14.2 million bank loan, $106.1 million of 10 7/8% senior subordinated notes, and $82.8 million of preferreds; Memphis, Tenn., manufacturer of sporting goods products; roadshow started Feb. 25; pricing middle of March 1 week.

J.B. POINDEXTER & CO.: $125 million senior notes due 2014 (B1); JP Morgan; Rule 144A; non-callable for five years; to redeem 12½% senior secured notes due 2007, repay other debt and for general corporate purposes; Houston-based manufacturer of truck bodies and other truck-related products; roadshow started Feb. 25; pricing expected March 4.

NEWARK GROUP: $200 million senior subordinated notes due 2014 (B-); Wachovia Securities; Rule 144A; non-callable for five years; concurrent $125 million revolver via Wachovia; refinance bank debt; Cranford, N.J. paper and cardboard recycler; roadshow started Feb. 26; expected to price late in the week of March 1.

WEEK OF MARCH 9

ESCHELON TELECOM: $100 million ($85 million proceeds) senior 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; roadshow started Feb. 25; pricing March 8.

AMERICAN ROCK SALT CO. LLC: $100 million senior secured notes due 2014 (B3/B-); Jefferies & Co.; Rule 144A; non-callable for five years; to repay debt; Mount Morris, N.Y. highway de-icing rock salt mine; roadshow Feb. 24-March 9; pricing expected on March 9.

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.

MRS. FIELDS FAMOUS BRANDS LLC/MRS. FIELDS FINANCING CO. INC.: up to $121.7 million senior secured notes due 2011 (B3); Jefferies & Co.; Rule 144A; non-callable for four years; three-year 35% equity clawback; to repay debt; Salt Lake City-based franchisor in snack food industry; expected to price late February or early March.

SOFTBANK CORP. €350 million or more senior notes due March 15, 2011 (B1/BB-); Deutsche Bank AG London; non-callable for four years; to reduce short term debt; settles March 3, 2004; to be listed on Luxembourg exchange; Tokyo-based internet company incubator; European roadshow started early Feb. 23 week.

ON THE HORIZON

NTL INC.: £1 billion bond offering; also £2.2 billion credit facility; Credit Suisse First Boston, Deutsche Bank Securities, Goldman Sachs & Co., Morgan Stanley; to refinance debt; New York City-based company provides cable TV services in U.K.

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.

OMEGA HEALTHCARE INVESTORS, INC.: $200 million unsecured notes; 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.

TEAM HEALTH: bonds plus $350 million credit facility led by Banc of America, JP Morgan, Merrill Lynch & Co.; to refinance existing senior debt, help fund the tender for 12% senior subordinated notes callable at 108, redeem preferred shares that carry a 10% PIK, and possible cash dividend to shareholders; Knoxville, Tenn. provider of outsourced physician services.

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.

AMERICAN ACHIEVEMENT CORP.: high yield bonds; Goldman Sachs & Co., Deutsche Bank Securities; to help fund acquisition sponsored by Fenway Partners from Castle Harlan Inc.; Austin, Tex. manufacturer and seller of high school and college class rings and yearbooks.

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.

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.

EMERGING MARKETS OFFERINGS IN THE MARKET

NATIONAL THERMAL POWER CORP.: $200 million seven-year bond offering (Ba2/BB/BB+); Merrill Lynch & Co., ABN Amro; Regulation S only; largest power generating utility in India; roadshow started Feb. 26 in Singapore, then Hong Kong on Feb. 27, London on March 1; pricing March 2 or 3.

KOREA FIRST BANK: $300 million notes due 2034; Lehman Brothers and UBS Warburg; Price talk 300-325 bps over Treasuries; Seoul-based financial institution; Expected to price in early March.

EMERGING MARKETS OFFERINGS ON THE HORIZON

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

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.

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

ROADSHOWS

Started Feb. 23: GOLD KIST INC. $200 million; Credit Suisse First Boston; Rule 144A/Regulation S; 10NC5

Feb. 23-March 2: KNOLOGY, INC. $280 million; UBS Investment Bank, Morgan Stanley; Rule 144A/Regulation S; 10NC5

Started early Feb. 23 week: SOFTBANK CORP. €350 million or more; Deutsche Bank AG London; 7NC4

Started Feb. 23: GLOBAL CASH ACCESS, LLC $235 million; Banc of America Securities; Rule 144A; 8NC4

Feb. 24-March 3: GRANDE COMMUNICATIONS HOLDINGS INC. $125 million; Bear Stearns & Co.; Rule 144A; 10NC5

Feb. 24-March 9: AMERICAN ROCK SALT CO. LLC $100 million; Jefferies & Co.; Rule 144A; 10NC5

Started Feb. 25: CELLU TISSUE HOLDINGS $160 million; JP Morgan; Rule 144A; 6NC3

Started Feb. 25: ESCHELON TELECOM $100 million ($85 million proceeds); Jefferies & Co., Wachovia Securities; 6NC3

Started Feb. 25: J.B. POINDEXTER & CO. $125 million; JP Morgan; Rule 144A; 10NC5

Started Feb. 25: FRIENDLY ICE CREAM CORP. $175 million; Goldman Sachs; Rule 144A/Regulation S; 8NC4

Started Feb. 25: TRUE TEMPER SPORTS INC. $125 million; Credit Suisse First Boston; Rule 144A; 7NC4

Started Feb. 26: NEWARK GROUP $200 million; Wachovia Securities; Rule 144A; 10NC5

Started Feb. 26: NATIONAL THERMAL POWER CORP. $200 million; Merrill Lynch & Co., ABN Amro; Regulation S; seven-year


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