Convertibles Calendar

WEEK OF JUNE 19

GROUP 1 AUTOMOTIVE INC. (NYSE: GPI): $250 million of 30-year convertible senior notes; to price June 20, after the close; $37.5 million greenshoe; Rule 144A; bookrunner JP Morgan, with co-managers including Morgan Stanley, Banc of America Securities, Comerica, Wachovia and U.S. Bancorp Securities: price talk 2% to 2.5%, up 10% to 15%; non-call five years; provisional call in years six through 10 subject to a 130% trigger; proceeds to pay down existing floor-plan borrowings under its credit facility, repurchase up to $50 million of shares, and purchase a call spread; Houston-based owner and operator of auto dealer franchises and repair centers.

AMERICAN MEDICAL SYSTEMS HOLDINGS INC. (Nasdaq: AMMD): $325 million of 30-year convertible senior subordinated notes; to price June 21; $48.75 million greenshoe: registered deal; price talk 3% to 3.5%, up 25% to 30%; bookrunner Piper Jaffray & Co., with Thomas Weisel Partners LLC and KeyBanc Capital Markets acting as co-managers; non-call five, with puts in years seven, 10, 15, 20 and 25; proceeds are expected to fund a portion of the previously announced acquisition of Laserscope and for general working capital purposes; Minnetonka, Minn.-based medical device concern.

ALLEGHANY CORP. (NYSE: Y): $260 million of three-year mandatory convertible preferred stock, talked at a dividend of 5.25% to 5.75% and an initial conversion premium of 18% to 22%; to price June 19 after the close; bookrunner Merrill Lynch; registered deal; non-callable for life; no puts; anti-dilution and takeover protection; New York-based property and casualty insurer will add the proceeds of the deal to the capital and surplus of its insurance operating units and use them for general corporate purposes.

ON THE HORIZON

GOL LINHAS AEREAS INTELIGENTES SA (NYSE: GOL): $100 million offering of 20-year convertible senior unsecured notes; pricing expected after registration is approved; Morgan Stanley is bookrunner; also concurrent primary offering of 2.5 million preferred shares and offer of convertible debentures in Brazil; greenshoe for $15 million; non-callable for five years; puts in years five, 10 and 15; contingent conversion at 120%; Sao Paulo, Brazil-based low cost airline carrier will use proceeds to buy aircraft, equipment and materials.

RETAIL VENTURES INC. exchangeable into DSW INC. (NYSE: DSW): $125 million of five-year mandatory premium income securities (PIES) exchangeable into class A common shares of DSW Inc.; Lehman Brothers is bookrunner; non-callable; no puts; Columbus, Ohio-based department store operator will use proceeds to repay loans and for general purposes; DSW is a Columbus, Ohio-based footwear retailer spun off by Retail Ventures.

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