CONSECO, INC. (CNC) (B2/B) said Monday (March 4) that holders of $75.775 million of its CONSECO FINANCE CORP. subsidiary's 10¼% senior subordinated notes coming due on June 1 had tendered their notes in response to the company's previously announced tender offer, which expired as scheduled without extension on March 1. Conseco said the holders would be paid on March 5 under terms previously announced. It further said that following the tender offer, approximately $34.8 million of the notes would remain outstanding, not including $23.7 million of the notes currently held by Conseco. AS PREVIOUSLY ANNOUNCED, Conseco, a Carmel, Ind.-based insurer and financial services concern, began buying back portions of the $864 million of public debt maturing in 2002 ($450 issued by Conseco Inc. and $414 million issued by Conseco Finance, as of June 30, 2001) in several transactions last year. It said on Oct. 30 that it had bought back $49 million of its public debt in the quarter ended Sept. 30, and another $75 million of debt during October ($124 million total). Conseco at the time did not elaborate as to whether those figures represented face amounts of repurchased debt, as turned out to be the case, or total figures it had spent to buy back more than face amount at a discount, nor did it specify which of its public debt issues it had repurchased. Conseco further reported on Dec. 6 that during the month of November, it had repurchased an additional $108 million of public debt scheduled to mature in 2002. The company said that $83 million of the newly repurchased debt had been issued by parent CNC, while $25 million had been issued by Conseco Finance. Those repurchases, combined with the previously announced purchases of 2002 maturity debt, brought the total amount bought back in the third quarter ended Sept. 30 and the following two months to $232 million ($148 million from Conseco Inc. and $84 million from Conseco Finance), representing 27% of the two companies' debt which is to mature in 2002 and leaving outstanding at that time $632 million ($302 million from Conseco Inc. and $330 million from Conseco Finance). On Jan. 16, Conseco said that it had repurchased an additional $34 million of public debt maturing in 2002 since its last previous debt repurchase report to investors on Dec. 6, bringing the total amount of 2002 maturities retired early since June 30, 2001 to $266 million, consisting of $148 million for Conseco, Inc. and $118 million for Conseco Finance. All of the most recently retired debt had been issued by Conseco Finance. The total amount retired by the Jan. 16 announcement represented 30% of all Conseco and Conseco Finance public debt due in 2002. The company confirmed that these transactions all occurred at a discount to face value, but it did not disclose the average discount. According to the figures released by Conseco, a total of $598 million of Conseco Inc. and Conseco Finance public debt scheduled to mature in 2002 remained outstanding following the latest transactions, consisting of $302 million of Conseco, Inc. public debt in a single issue that matures in October, and $296 million of Conseco Finance public debt, approximately $125 million of which matures in June, with the balance (about $167 million) maturing in September and $4 million maturing next April. On Jan. 31, Conseco said that Conseco Finance had begun a tender offer for all of its $110.5 million of outstanding 10 ¼% notes. It said the outstanding principal amount did not include $23.7 million of the notes held by Conseco. The tender offer was scheduled to expire at 5 p.m. ET March 1; the notes being tendered for would be purchased at par plus accrued and unpaid interest up to, but not including, the payment date. Conseco said Conseco Finance planned to finance the tender offer with working capital, cash flow from operations and available credit facilities. The dealer manager for the tender offer was Lehman Brothers (call 212 528-7581 or toll-free at 800 438-3242). Georgeson Shareholder Communications, Inc. (800 223-2064) was the information agent. On Feb. 21, Conseco said that it had decided to tender early for all of the remaining outstanding public debt of Conseco Finance not covered by the previously announced tender offer for the 10¼% notes. Conseco said in its fourth-quarter earnings release that it would tender at par for the $167 million of outstanding Conseco Finance 6.5% notes that are scheduled to mature on Sept. 26, and the $4 million of outstanding Conseco Finance 6.52% notes due 2003. Conseco set a tender date of April 12 for those notes, and said that this would give the noteholders the opportunity to to review the audited financial statements in the 2001 10-K forms to be filed with the Securities and Exchange Commission by both parent Conseco and Conseco Finance. It estimated that the audits would be completed in March, and the 10-Ks filed on or about April 1.

ADVANTICA RESTAURANT GROUP, INC. (DINE)(B3/C) said on Monday (March 4) that it had extended its previously announced exchange offer for its existing 11.25% senior notes due 2008 to 5 p.m. ET on March 6, subject to further extension, from the previous March 1 deadline. It said that so far, approximately $63.9 million of the existing notes had been tendered under the exchange offer, down slightly from the $64.8 million tendered as of the last previous extension announcement, on Feb. 25. AS PREVIOUSLY ANNOUNCED, Advantica, a Spartanburg, S.C.-based restaurant chain operator, said Jan. 3 that it was offering to exchange up to $204.1 million of registered 12.75% senior notes due 2007, to be jointly issued by its DENNY'S HOLDINGS, INC. subsidiary and Advantica, for up to $265 million of the outstanding $529.6 million of existing 11.25% notes. The offer was originally scheduled to expire at 5 p.m. ET on Feb. 1, but the deadline was subsequently extended. Advantica said it would offer $770 principal amount of the new notes per $1,000 principal amount of the old notes, plus accrued and unpaid interest in cash. Completion of the exchange offer would be conditioned on a minimum amount of $160 million of the existing old notes having been validly tendered, up to a maximum tender amount of $265 million. Advantica said that in the event that the existing notes tendered were to exceed the maximum tender amount, the company would allocate the new notes to the tendering noteholders on a pro-rata basis. UBS Warburg LLC is acting as the dealer manager in the exchange offer. MacKenzie Partners, Inc. (800 322-2885). U.S. Bank NA is serving as the exchange agent.

BDK HOLDINGS, INC. said Monday (March 4) that it had extended its previously announced offer to exchange new notes and stock for its existing 8.5% senior notes, which were scheduled to have been repaid on Feb. 13. The offer, which had previously been extended to March 4, will now expire at midnight ET on April 1, subject to possible further extension. As of Feb. 28, approximately 0.83% of the notes had been tendered for exchange under the offer, down slightly from the 0.1% of the notes which had been tendered by the time of the previous extension announcement, on Feb. 13. BDK also reported that holders of approximately 86.7% of the notes had agreed to extend their maturity until the extended maturity date (the earliest of four possible options which had been previously announced. AS PREVIOUSLY ANNOUNCED, Burbank, Calif.-based BDK Holdings said on Jan. 16 that it had begun an offer to exchange its new 9% senior notes due 2007 and shares of its common stock, for all of its $33.75 million of outstanding 8.5% senior notes, which were scheduled to mature on Feb. 13, although it said that the maturity deadline could be extended if noteholders agreed. The offer was originally scheduled to expire at 12 p.m. ET on Feb. 13, but was subsequently extended. BDK said that holders whose tenders of the existing notes were accepted would receive $307.89 principal amount of the new notes and a proportional amount of 777,000 shares of BDK common stock per $1,000 principal amount of the existing notes. It said the exchange offer would be conditioned upon receipt by BDK of tenders of at least 95% of the outstanding existing notes, its success in obtaining additional financing, and other customary conditions. On Feb. 13, BDK Holdings, besides extending the original expiration deadline, said that it was beginning a solicitation to each noteholder to agreements which would extend the maturity date of the 8.5% senior notes and to defer certain interest payments until the planned extended maturity date, which would be the earliest of either a) April 15; OR b) the date of any default on the notes other than one based on the failure to pay principal or interest on or after Feb. 13; OR c) the date on which the credit facility of BDK's subsidiary terminates or expires, including any extensions; OR d) the date on which BDK Holdings makes payment of principal or interest on any of the 8.5% notes. It said the extension solicitation would expire at midnight ET on March 13, subject to possible extension. As of Feb. 13, holders of at least 93% of the outstanding notes had indicated that they would sign extension agreements. BDK said it is currently in discussions with certain holders of the 8.5% notes on the terms and conditions of the exchange offer, which might lead to alteration of the amount and type of consideration the company would offer to the noteholders under the exchange offer.

CLARENT HOSPITAL CORP. said on March 1 that it had extended the expiration of its previously announced offer to purchase any and all of its 11.5% senior notes due 2005 under a change-of-control offer as mandated by the notes' indenture. The offer, which had been scheduled to expire on March 5, will now expire at 5 p.m. ET on March 15, subject to possible further extension. AS PREVIOUSLY ANNOUNCED, Clarent, a Houston-based hospital operator, and the successor company to the former PARACELSUS HEALTHCARE CORP. (which emerged from reorganization under Chapter 11 on July 9, 2001), had recently been selling various of the former Paracelsus' holdings in individual transactions with different healthcare companies, and said the proceeds of such sales would collectively be used to repay all of the company's outstanding indebtedness, other than capitalized leases, including reduction of its outstanding $130 million balance of 11.5% notes. On Jan. 31, Clarent announced that it had begun an offer to purchase all of the outstanding 11.5% notes at 101% of par value (i.e., $1,010 per $1,000 principal amount) under the change-of-control provision. It initially set the expiration of the offer at 5 p.m. ET on March 5, which was subsequently extended.

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