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Published on 2/12/2003 in the Prospect News Convertibles Daily.

New Issue: Deutsche Bank sells two-part $1.06 billion exchangeable into USA Interactive

By Ronda Fears

Nashville, Feb. 12 - Deutsche Bank Luxembourg sold $1.06 billion in proceeds of 9.3-year exchangeable notes that convert into USA Interactive shares. Total face value is $805 million.

The floating-rate notes will pay a coupon of Libor plus 20 basis points.

Tranche A was sold at 134.5 with a 52.59% initial conversion premium. Tranche B sold at 125.2 with a 67.86% initial conversion premium. Both are par redemption bonds.

Deutsche Bank Luxembourg will use about $240 million of to purchase 28 million warrants for USA Interactive stock from Vivendi Universal. According to Vivendi, 21 million have a $27.50 per share exercise price and 7 million a $32.50 per share exercise price - hence the conversion prices for the notes.

Remaining proceeds will be used for general corporate purposes, Deutsche said.

Terms of the deal are:

Tranche A

Issuer:Deutsche Bank Luxembourg
Amount:$777 million (proceeds)
Lead manager:Deutsche Bank Securities
Maturity date:May 11, 2012
Coupon:Floating at Libor plus 20 bps
Issue price:134.5
Redemption price:Par
Conversion premium:52.59%
Conversion price:$27.50
Conversion ratio:36.3636
Settlement date:Feb. 14
Tranche B
Issuer:Deutsche Bank Luxembourg
Amount:$285 million (proceeds)
Lead manager:Deutsche Bank Securities
Maturity date:May 11, 2012
Coupon:Floating at Libor plus 20 bps
Issue price:125.2
Redemption price:Par
Conversion premium:67.86%
Conversion price:$32.50
Conversion ratio:30.7692
Settlement date:Feb. 14

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