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Published on 3/8/2005 in the Prospect News Convertibles Daily.

Omnicare exchanges 96.7% of 4% Piers

New York, March 8 - Omnicare, Inc. said it has completed its exchange for its $345 million liquidation value of 4% trust Preferred Income Equity Redeemable Securities, receiving and accepting tenders of $333.767 million or 96.7% of the convertibles.

There is now $11.233 million of the old Piers outstanding.

Omnicare announced the offer on Feb. 7, saying it was offering new securities with net share settlement. Under the new provision, Omnicare will pay cash up to the liquidation value in response to a conversion request and stock for the remainder.

The new securities are identical to the old apart from the net share settlement.

The Covington, Ky., provider of pharmaceutical care for the elderly was also offering an exchange fee of $0.125 per $50 liquidation value.

Omicare said the exchange is in response to new accounting rules for contingent convertible securities. The new convertibles will be accounted for under the treasury stock method rather than the if-converted method.

The offer expired at midnight ET on March 7.

Lehman Brothers Inc. is the dealer manager, and D.F. King & Co., Inc. is the information agent (800 758-5378).


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