Convertibles Calendar

JANUARY 14 WEEK

THORNBURG MORTGAGE INC. (NYSE: TMA): $112.5 add-on to 10% convertible preferred shares; Friedman Billings Ramsey, UBS Investment Bank (joint books); off shelf; 15% greenshoe; add-on to $500 million series F cumulative convertible redeemable preferred stock priced in August with a base dividend rate of 10% or the dividend yield; conversion price $11.50, or 2.1739 shares per preferred share; also offering of 11 million shares of common stock; Santa Fe, N.M.-based mortgage lender specializing in jumbo mortgages; proceeds to buy additional ARMs, for liquidity and for general corporate purposes; pricing Monday after the close.

PIONEER NATURAL RESOURCES CO (NYSE: PXD): $400 million convertible senior notes due Jan. 15, 2038; coupon talked at 2.875% to 3.375%, initial conversion premium talked at 60% to 65%; warrants covering 60% to 65%; call protection until Jan. 15, 2013; puts on Jan. 15 in each of 2013, 2018, 2023, 2028, 2033; contingent conversion beginning March 31 subject to 130% hurdle; fundamental change; net-share settlement agreement; SEC registered transaction; Credit Suisse, UBS joint bookrunners; Dallas-based oil and gas driller; proceeds to pay down some bank debt; expected pricing Jan. 15 after close.

ON THE HORIZON

MACROVISION CORP. (Nasdaq: MVSN): Up to $150 million convertible debt or senior unsecured notes to help finance purchase of Gemstar-TV Guide International Inc.; secured $150 million bridge loan if it is unable to issue convertibles or other debt financing; also secured $650 million term loan B; Santa Clara, Calif.-based digital transmission protection, enhancement and distribution firm; JPMorgan, Merrill Lynch lead banks on financing.

DANAHER CORP. (NYSE: DHR): Equity-linked securities to help fund its acquisition of Tektronix, Inc.; company will use short-term debt to fund $2.8 billion, $38-per-share takeover of Tektronix; equity-linked securities to be used for long-term debt; Danaher is a Washington, D.C.-based manufacturer of professional instrumentation, industrial technologies and tools and components. Tektronix is a Beaverton, Ore.-based company that supplies test, measurement and monitoring products to the communications, computer and semiconductor industries.

AMERICAN WATER WORKS CORP. INC. (NYSE: AWK): $500 million equity notes; along with new issue of common stock; part of initial public offering and spinoff from RWE AG, a German utilities provider; proceeds to repay recent commercial paper borrowings and for general corporate purposes; Goldman Sachs, Citigroup, Merrill Lynch joint bookrunners.

WESTERN DIGITAL CORP. (NYSE: WDC): Convertible unsecured securities; along with senior unsecured notes, equity and/or a senior unsecured term loan; proceeds to refinance up to $1.25 billion unsecured bridge loan; bridge loan to fund acquisition of Komag Inc. for $32.25 per share in cash tender offer; 364-day bridge loan is led by Goldman Sachs, Citigroup and JPMorgan and is priced at Libor plus 62.5 basis points; Lake Forest, Calif.-based digital storage maker.

BLACK HILLS CORP. (NYSE: BKH): Mandatory convertible securities; proceeds, along with new equity and unsecured debt, to replace bridge facility; bridge facility will be used to fund the Rapid City, S.D.-based diversified energy company's acquisition of Aquila, Inc.'s electric utility in Colorado and gas utilities in Colorado, Kansas, Nebraska and Iowa, along with the associated liabilities, for $940 million.

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