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Published on 11/21/2005 in the Prospect News High Yield Daily.

High Yield Calendar

Total amount of high-yield bond offerings being marketed: $885 million and €2.250 billion

WEEK OF NOV. 21

GREEKTOWN HOLDINGS LLC/GREEKTOWN HOLDINGS II INC.: $185 million senior notes due 2013 (B3/CCC+); Merrill Lynch (books), Wachovia Securities, NatCity Investments (co's); Rule 144A with no registration rights; subject to final approval by the Michigan Gaming Control Board; non-callable for four years; to fund the purchase of a minority interest and fund a tribal distribution; Sault Ste. Marie Tribe of Chippewa Indians indirectly owns a substantial majority of the membership interests in Greektown Holdings, LLC. Greektown Holdings II, Inc. is a wholly owned subsidiary of Greektown Holdings LLC. The Tribe also owns and operates five other gaming properties in northern Michigan; price talk 9¾%-10%; pricing Tuesday.

NETWORK COMMUNICATIONS INC.: $175 million senior notes (restructured from senior subordinated) due 2013 (expected B2/confirmed B-); Credit Suisse First Boston (books), TD Securities (co); Rule 144A; non-callable for four years; also $75 million term loan; to refinance existing debt; real estate information service, headquarters in Lawrenceville, Ga.; price talk 10½%-10¾%; pricing Tuesday.

CHAPARRAL ENERGY INC.: $325 million senior notes due 2015 (B3/B); JP Morgan (books), Banc of America Securities, Lehman Brothers, Comerica, Fortis, The Royal Bank of Scotland; Rule 144A with registration rights; non-callable for five years; to repay bank debt; an oil and gas producer and operator based in Oklahoma City; price talk 8¼%-8 3/8%; books closed 2 p.m. ET Tuesday, pricing thereafter.

GIBRALTAR INDUSTRIES INC.: $200 million senior subordinated notes due 2015 (Ba3/B+); JP Morgan (books), KeyBank (joint lead), Harris Nesbitt (co); Rule 144A/Regulation S; non-callable for five years; also $200 million-plus bank loan; to repay a $300 million term loan drawn down for the purpose of acquiring Alabama Metal Industries Corp.; Buffalo, N.Y., building products company; price talk 8%-8¼%; pricing expected Tuesday afternoon.

WIND ACQUISITION FINANCE SA (WIND TELECOMUNICAZIONI SPA): €1.250 billion equivalent senior notes due 2015 in dollar and euro tranches; Deutsche Bank Securities, ABN Amro, Banca IMI (joint), WestLB (co); non-callable for five years; to support the €12.138 billion LBO of Wind by Weather Investment SARL; Rome, Italy-based telecommunications company; European roadshow Nov. 8-11, U.S. roadshow Nov. 14-21, pricing thereafter.

2005 BUSINESS

TUI AG €1 billion (approximate): €700 million (approximate) senior note; Rule 144A/Regulation S (pari passu with existing notes): expected floating-rate notes due 2010 and fixed-rate notes due 2012 (Ba2/BB), also €300 million perpetual bond (B1/B+) with expected seven-year or eight-year call protection and 200 bps step-up; Regulation S-only; Citigroup, Deutsche Bank Securities, HVB, The Royal Bank of Scotland; Rule 144A/Regulation S; to refinance debt incurred in the acquisition of CP Ships, to purchase CP Ships shares and to refinance CP Ships and TUI debt; TUI is a Hanover, Germany-based tourism group, with operations in shipping and logistics; Europe and Asia roadshow expected during week of Nov. 21.

HERTZ CORP.: $3.05 billion bonds; Deutsche Bank Securities, Lehman Brothers, JP Morgan, Goldman Sachs & Co., Merrill Lynch & Co; to help fund the approximately $15 billion LBO of the company by Clayton, Dubilier & Rice Inc., The Carlyle Group and Merrill Lynch Global Private Equity from Ford Motor Co.; Park Ridge, N.J, vehicle rental company; to launch early November.

SKILLED HEALTHCARE GROUP INC.: $200 million eight-year senior subordinated notes (CCC+); Credit Suisse First Boston; Rule 144A; non-callable for four years; to help fund the C$750 million LBO of the company by Onex Corp.; company operates nursing and assisted living homes in California, Texas, Kansas and Nevada, headquarters in Foothill Ranch, Calif.; 2005 business.

ON THE HORIZON

AMADEUS GLOBAL TRAVEL DISTRIBUTION SA: €1 billion (approximate); Credit Suisse First Boston; to fund the LBO of the company by BC Partners and Cinven; travel reservations firm based in Madrid, Spain; expected during first half of 2005.

BRASKEM SA: $100 million perpetual senior notes (/BB-/BB-); Banco Itau; Rule 144A/Regulation S; non-callable for five years; Sao Paulo, Brazil, petrochemical company.

CAPITAL AUTOMOTIVE: $500 million senior notes; also $1.85 billion credit facility via Lehman Brothers, bank meeting Nov. 16; to help fund DRA Advisors LLC's acquisition of Capital Automotive; McLean, Va., specialty finance company for automotive retail real estate.

DACOM CORP.: $300 million notes due 2010 (expected ratings Ba3/BB-); Credit Suisse First Boston; Rule 144A/Regulation S; non-callable for life; to refinance debt; South Korea-based integrated service provider of telecommunications and internet related services.

R.H. DONNELLEY CORP.: $1.842 billion senior notes; DEX MEDIA INC.: $250 million senior notes; to fund the acquisition of Dex Media by R.H. Donnelley; Cary, N.C.-based R.H. Donnelley is a Yellow Pages publisher and directional media company. Englewood, Colo.-based Dex provides print directories and internet-based local search services; expected to be completed during the first quarter of 2006.

DRS TECHNOLOGIES INC. $700 million: $500 million senior notes and $200 million senior subordinated notes; also new bank debt and convertible notes; to help fund its acquisition of Engineered Support Systems Inc., a St. Louis-based diversified supplier of integrated military electronics, support equipment and technical services; committed financing from Bear Stearns & Co.; DRS Technologies is Parsippany, N.J.-based provider of technology products and services to defense, government intelligence and commercial customers; transaction expected to close by March 2006.

INTELSAT LTD.'s $7 billion acquisition of PANAMSAT HOLDING CORP.: $4 billion (approximate) minimum: PANAMSAT OPERATING CO. $572.9 million senior notes with the option to issue additional $663.57 million if PanAmSat 9% notes are refinanced, PANAMSAT HOLDING CO. $721.2 million in senior notes with option to issue additional $301.9 million if PanAmSat 10 3/8% notes are refinanced, INTELSAT OPERATING CO. up to $557 million of senior notes, INTELSAT HOLDING CO. up to $1.4155 billion in senior notes; also approximately $2.88 billion aggregate bank debt; financing provided by Deutsche Bank, Citigroup, Credit Suisse First Boston and Lehman Brothers; PanAmSat is a Wilton, Conn.-based satellite network operator; Intelsat is a Pembroke, Bermuda, satellite communications company; expected to be completed in 2006.

LINENS 'N THINGS INC.: $650 million of high-yield bonds; also $600 million revolver, via UBS and Bear Stearns; also $633.4 million of equity; to fund the approximately $1.2 billion LBO of the company by Apollo Management, expected to close in the first or early second quarter of 2006; Clifton, N.J., retailer of home textiles, housewares and home accessories.

MEGASTEEL HARTA (L): $450 million senior secured notes (B1/B+) due 2010, non-callable for three years, price talk high-10%-range and due 2015, non-callable for five years, price talk high-11% range; Credit Suisse First Boston; Rule 144A/Regulation S; both notes carry make-whole call; steel producer Megasteel Sdn. Bhd. and its subsidiary Secomex will guarantee; Kuala Lumpur-based Megasteel is a subsidiary of conglomerate Lion Corp. Bhd.; 2006 first quarter business.

MIDDLETOWN RANCHERIA GAMING ENTERPRISES: $50 million senior unsecured notes due 2012; Jefferies & Co.; Rule 144A for life; to refinance debt and fund a renovation; gaming company owned and operated by the Middletown Rancheria band of Pomo Indians; price talk 12% area.

NRG ENERGY INC: $3.6 billion senior unsecured notes via Rule 144A; also $4.8 billion of bank facilities and $1.5 billion of equity or equity-linked securities; commitment for the bank facilities plus a $5.1 billion bridge loan Morgan Stanley, Citigroup; to help finance $5.8 billion acquisition of Houston-based Texas Genco; NRG is a Princeton, N.J.-based independent power producer.

NTL INC./TELEWEST GLOBAL INC.: £1.8 billion high-yield debt; to help fund NTL'S acquisition of Telewest Global, Inc. for about $6 billion; Goldman Sachs advised NTL, Deutsche Bank Securities advised Telewest, the U.K.'s second largest cable provider; expected to close in the first quarter of 2006.

PER-SE TECHNOLOGIES INC.: $250 million senior subordinated notes; also $460 million credit facility, financing commitment from Bank of America; proceeds in addition to $240 million of Per-Se stock and cash on hand to help fund its acquisition of NDCHealth Corp.; Per-Se is an Alpharetta, Ga., provider of connective health care solutions to physicians and hospitals; transaction expected to be completed late 2005 or early 2006

PETROHAWK ENERGY CORP.: $170 million notes due 2013; BNP Paribas expected bookrunner; non-callable for four years; to back the consolidation of the bank debt of Petrohawk and soon-to-be-acquired Mission Resources Corp.; bank group includes BNP Paribas; Petrohawk is a Houston-based energy company; Mission Resources is a Houston-based independent exploration and production company.

SHAW COMMUNICATIONS INC.: C$300 million senior unsecured notes due 2012 (Ba2); TD Securities Inc. (lead), RBC Capital Markets, CIBC World Markets, Merrill Lynch & Co., NBF Securities (USA) Corp., Scotia Capital; Calgary, Alta., communications company will use proceeds to repay bank debt and to redeem $172.5 million 8.5% Canadian Originated Preferred Securities; registration statement filed with the Securities and Exchange Commission but not yet effective.

SPANSION LLC.: $400 million senior unsecured notes due 2015 (//B-); Rule 144A; to repay borrowings including promissory notes to AMD and Fujitsu; also $200 million mandatory convertible preferred stock via Citigroup, Credit Suisse First Boston (joint), JPMorgan, Merrill Lynch & Co., Morgan Stanley, Deutsche Bank Securities, UBS Investment Bank; Sunnyvale, Calif., maker of flash memory.

TRAVELEX GROUP: Sterling-denominated bonds, size of offering to be determined; Deutsche Bank Securities; a consortium led by Apax Partners signed an agreement in February 2005 to acquire a majority stake in Travelex, transaction expected to close in 2005; London-based foreign currency exchange services provider.

VENETIAN MACAU LTD.: $300 million floating-rate notes; Goldman Sachs

ROADSHOWS

Started Nov. 8 in Europe: WIND ACQUISITION FINANCE SA (WIND TELECOMUNICAZIONI SPA) €1.25 billion; Deutsche Bank Securities, ABN Amro, Banca IMI

Starts Nov. 21 week in Asia and Europe: TUI AG €1 billion (approximate); Citigroup, Deutsche Bank Securities, HVB, The Royal Bank of Scotland


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