High Yield Calendar

Total amount of high-yield bond offerings being marketed: $5.000 billion and €345 million

WEEK OF JAN. 24

GREGG APPLIANCES INC.: $165 million senior notes due 2013 (B2/B); Wachovia Securities (books), Jefferies & Co. (co.); Rule 144A; non-callable for four years; to fund the acquisition of the company, Freeman Spogli & Co. sponsor; privately held Indianapolis-based retailer of consumer electronics and appliances under HH Gregg brand; price talk 8 7/8%-9 1/8%; pricing Thursday.

AMR HOLDCO INC./EMCARE HOLDCO INC.: $250 million senior subordinated notes due 2015 (Caa1/B-); Banc of America Securities, JP Morgan (joint); Rule 144A; non-callable for five years; also $350 million seven-year term loan and $100 million six-year revolver (both rated B+); to help fund acquisition by Onex Partners of Laidlaw Inc.'s two healthcare companies, American Medical Response and EmCare; Greenwood Village, Colo.-based provider of ambulance transport services; price talk 9½%-9¾%; pricing Thursday afternoon.

HEXCEL CORP.: $200 million senior subordinated notes due 2015 (Caa1); Goldman Sachs & Co. (books), Deutsche Bank Securities, Credit Suisse First Boston (joint leads), Banc of America Securities (co); Rule 144A; non-callable for five years; to partially redeem 9¾% senior subordinated notes due 2009; Stamford, Conn.-based manufacturer of composite materials for aerospace, defense, electronics and industrial purposes; investor conference call 10 a.m. ET Thursday; pricing Thursday afternoon.

KABEL BW HOLDINGS GMBH: €170 million senior floating-rate notes due 2015 (Caa1/CCC+); Morgan Stanley (physical books), Citigroup, JP Morgan (joint books); Rule 144A/Regulation S; callable after one year at 103, 102, 101, par; 35% equity clawback; to redeem a portion of subordinated shareholder loan; German cable and satellite TV services provider; roadshow started Jan. 24; expected to price late Jan. 24 week or early Jan. 31 week.

NOVELIS INC.: $1.4 billion senior guaranteed notes due 2015 (B1/B); Citigroup, Morgan Stanley, UBS Investment Bank (joint), JP Morgan, RBC Capital Markets, ABN Amro, BNP Paribas, CIBC World Markets, HSBC, Mitsubishi, NatCity Investments, SG Corporate & Investment Banking; Rule 144A with registration rights; make-whole call at Treasuries plus 50 basis points for first five years, then callable at a premium; also $1.3 billion term loan B; to repay a seller note to Alcan; Montreal-based aluminum and packaging producer, and aluminum recycler; price talk 7% area; pricing mid-day Friday.

DI GIORGIO CORP.: $150 million senior notes due 2013 (B2/B-); Merrill Lynch & Co., Deutsche Bank Securities (joint); Rule 144A/Regulation S (no registration rights); non-callable for four years; to fund a tender offer for its existing $148.3 million of 10% senior notes due 2007 and fund a $10 million dividend to shareholders; Carteret, N.J.-based independent food distributor; price talk 10¼%-10½%.

ATLANTIS PLASTICS INC.: $125 million senior subordinated notes due 2012 (Caa1/CCC+); Bear Stearns & Co. (books), BNP Paribas, Jefferies & Co. (co's); Rule 144A; proceeds together with new amended, restated credit facility, to repay existing senior secured debt and a special dividend to shareholders of up to $118 million; Atlanta-based manufacturer of specialty plastic films and custom molded and extruded plastic products used for storage and transportation, food service, appliance, automotive, commercial and consumer applications; roadshow Jan. 18-25.

UNO RESTAURANT HOLDINGS CORP.: $140 million senior secured second-lien notes due 2011 (B3/B-); Banc of America Securities (books), Jefferies & Co. (co); Rule 144A; non-callable for three years; to fund the acquisition of Uno by Centre Partners and refinance existing debt; Boston, Mass.-based operator and franchisor of full service casual dining restaurants; roadshow Jan. 19-27; pricing late Jan. 24 week.

EYE CARE CENTERS OF AMERICA: $150 million senior subordinated notes due 2015 (Caa1/CCC+); JP Morgan (books), co-managers expected to emerge; Rule 144A with registration rights; non-callable for five years; also $165 million senior secured term loan B and $25 million senior secured revolver; to fund the acquisition of Eye Care Centers by Moulin International Holdings Ltd. and Golden Gate Capital from Thomas H. Lee; San Antonio, Texas-based optical retail chain; roadshow started Jan. 20; pricing expected late in the week of Jan. 24.

KNOWLEDGE LEARNING CENTERS: $260 million senior subordinated notes due 2015 (B-); Credit Suisse First Boston, UBS Investment Bank, BNP Paribas (joint), Guggenheim Capital Markets (co); Rule 144A; non-callable for five years; also $640 million credit facility and $200 million of equity from sponsors, to purchase KinderCare Learning Centers for $550 million, repay existing debt at both companies; San Rafael, Calif.-based provider of early childhood educational programs and services; roadshow started Jan. 24; pricing late Jan. 24 week.

PQ CORP.: $300 million senior subordinated notes due 2013 (B3/B-); Credit Suisse First Boston, JP Morgan, UBS Investment Bank (joint); non-callable for four years; to help fund JPMorgan Partners' leveraged buyout of PQ, a Berwyn, Pa.-based chemicals and engineered glass materials company; roadshow starts Jan. 24 week; expected to price Jan 31 week.

WEEK OF JAN. 31

DI FINANCE/DYNCORP INTERNATIONAL LLC: $320 million senior subordinated notes due 2013 (Caa1/B-); Goldman Sachs & Co., Bear Stearns & Co. (joint); Rule 144A; non-callable for four years; also $420 million credit facility; to help fund Veritas Capital's acquisition of DynCorp from Computer Sciences Corp. for $850 million, with $775 million in cash payable at closing plus $75 million of senior preferred stock; DynCorp is a Fort Worth, Texas-based provider of mission critical support to its customers, primarily the U.S. government; roadshow started Jan. 24; pricing expected Feb. 2 or 3.

SELECT MEDICAL CORP.: $660 million of senior subordinated notes due 2015 (B3/B-); Merrill Lynch & Co., JP Morgan, Wachovia Securities, (joint), CIBC World Markets, PNC (co's); Rule 144A with registration rights; non-callable for five years; also $880 million senior secured credit facility; also equity contribution; to help fund approximately $2.3 billion acquisition of Select Medical Corp.; issuer is a new company formed by an investment group led by Welsh, Carson, Anderson & Stowe; acquisition to close first quarter of 2005; roadshow starts Jan. 27; pricing expected Feb. 3.

AMERICAN REAL ESTATE PARTNERS LP: $300 million senior notes due 2013 (Ba2/BB); Bear Stearns & Co.; Rule 144A; to acquire additional oil and gas, and gaming and entertainment assets in transactions with affiliates of Carl Icahn; Mount Kisco, N.Y., real estate master limited partnership with investments in rental real estate, hotel and resort properties, casino properties, oil and gas properties, land sales, house and condominium development, and investments in securities (Icahn is chairman of the board of the general partner); expected to price Jan. 31; week.

MAUSER BETEILIGUNGS GMBH: €175 million senior notes due 2013 (Caa1/B-); Citigroup; Rule 144A/Regulation S (with no registration rights); non-callable for three years; to refinance debt; Bruhl, Germany, packaging company; roadshow started Jan. 25; pricing Jan. 31 week.

WEEK OF FEB. 7

MERCER INTERNATIONAL: $300 million senior notes due 2013 (B); RBC Capital Markets, Credit Suisse First Boston (joint), CIBC World Markets (co's); public offering; non-callable for four years; 35% equity clawback; also concurrent $100 million equity offering; to fund the acquisition of Celgar pulp mill in British Columbia and refinance existing debt; Mercer International is a Seattle-based pulp producers with facilities in Germany and British Columbia; U.S. roadshow started Jan. 24; expected to price in early Feb. 7 week.

VALOR TELECOMMUNICATIONS ENTERPRISES LLC/VALOR TELECOMMUNICATIONS ENTERPRISES FINANCE CORP.: $280 million senior notes due 2015 (B1/B); Banc of America Securities, JP Morgan, Merrill Lynch & Co. (joint), CIBC World Markets, Wachovia Securities (co's), Rule 144A; non-callable for five years; also approximately $500 million concurrent offering of common shares (stock will pay a large dividend); to repay $306 million of its newly issued $1.3 billion senior secured term loan, $265 million second-lien loan, and $135 million senior subordinated loan; Irving, Texas-based provider of telecom services in rural communities in the southwestern U.S.; roadshow starts Jan. 27; pricing expected early Feb. 7 week.

2005 FIRST QUARTER

CINCINNATI BELL INC.: $350 million in two tranches: $250 million senior unsecured notes and $100 million (minimum) senior subordinated unsecured notes (restructured Jan. 26 from a single tranche of senior unsecured notes due 2015); also new credit facility; to redeem its 16% senior subordinated discount notes due 2009, Banc of America Securities and Credit Suisse First Boston solicitation agents, (new expiration date Jan. 28); parent to local exchange and wireless provider to residential and business customers in Ohio, Kentucky and Indiana, based in Cincinnati.

ON THE HORIZON

ADELPHIA COMMUNICATIONS CORP.: $3.3 billion 10-year senior unsecured notes; non-callable for five years; part of $8 billion bond and bank loan exit financing from Chapter 11; Deutsche Bank Securities; Greenwood Village, Colo., cable television company.

AMERICAN COMMERCIAL LINES LLC: $200 million senior notes due 2015 (B3); Rule 144A/Regulation S and $225 million asset-backed revolver; UBS Investment Bank, Banc of America Securities; to repay existing $35 million asset-based revolver, repay its $225 million senior secured term loan, including accrued interest, repay its $140 million junior secured term loan (as of Jan. 26), including accrued interest; Jeffersonville, Ind.-based marine transportation and services company.

BUILDERS FIRSTSOURCE INC.: $250 million floating-rate second-priority senior secured notes due 2012 (B3/B-); UBS Investment Bank, Deutsche Bank Securities; also new credit facility; to pay a $237 million dividend to sponsor Joseph Littlejohn & Levy ahead of an IPO and repay existing debt; Dallas-based building materials company.

DAVITA INC.: $4.3 billion debt financing new high-yield bonds and new credit facility; bank loan to back $3.05 billion acquisition of renal dialysis services company Gambro Healthcare and refinance existing credit facility; JP Morgan has committed financing; DaVita is a Torrance, Calif.-based provider of dialysis services for patients suffering from chronic kidney failure; interest rate on total net debt expected to be in the 6½% to 8% range.

GLOBAL MOTORSPORT GROUP INC.: $85 million senior secured notes due 2008 (B-); Jefferies & Co.; Rule 144A; non-callable for three years; to repay bank debt; Morgan Hill, Calif., aftermarket supplier of motorcycle parts.

HOLLY ENERGY PARTNERS LP: Senior unsecured notes; to help fund acquisition of pipeline and terminal assets of Alon USA for $120 million in cash and 937,500 Holly Energy Partners class B subordinated units; Holly Energy is a Dallas-based provider of refined petroleum product transportation and terminal services to the petroleum industry.

HOLLYWOOD MERGER CORP.: $550 million in bonds; also $275 million credit facility to be led by UBS Securities LLC; part of its amended merger agreement with affiliates of Leonard Green & Partners LP; Wilsonville, Ore., video chain; expected end of the fourth quarter 2004, or early first quarter 2005.

MASONITE INTERNATIONAL CORP.: $825 million (approximate) high yield bonds, multi-tranche expected; Scotia Capital expected to be involved; also approximately $1.5 billion credit facility, The Bank of Nova Scotia underwriter, expected to launch in January; to help fund Kohlberg Kravis Roberts & Co.'s acquisition of Masonite in an all cash transaction under which Masonite's shareholders will receive C$40.20 per share (total value of the transaction is approximately C$3.1 billion); Mississauga, Ont.-based building products company; bonds are expected February business.

MOVIE GALLERY INC.: $475 million senior notes; Wachovia Securities; also $720 million credit facility; to fund acquisition of Hollywood Entertainment Corp.; Movie Gallery is a Dothan, Ala.-based video rental chain.

PENN NATIONAL GAMING INC.: $300 million high-yield bonds; Deutsche Bank Securities; to back the $1.4 billion acquisition of Argosy Gaming Corp.; Wyomissing, Pa., gaming firm.

STAR GAS PARTNERS LP: $300 million public or private offering of debt securities; JP Morgan; also $300 million asset-based senior secured revolving credit facility; to support its working capital requirements for the near term; Stamford, Conn.-based distributor of home heating oil and propane.

VERIZON HAWAII: New high-yield bonds; also new credit facility to be led by JPMorgan, Goldman Sachs, Lehman Brothers (same banks to lead bond deal, although not necessarily in that order); to fund Carlyle Group's $1.65 billion acquisition of Verizon Hawaii from Verizon Communications Inc.; pending regulatory approvals.

WS FINANCING CORP./WORLDSPAN LP: $350 million senior second-lien secured floating-rate notes; JP Morgan, UBS Investment Bank, Lehman Brothers, Deutsche Bank Securities, Goldman Sachs & Co.; Rule 144A/Regulation S; also new $440 million senior credit facility; to help fund tender for the 9 5/8% senior notes due 2011, refinance senior secured debt, redeem preferred stock issued by Worldspan's parent, Worldspan Technologies Inc. (WTI), prepay and terminate sponsor advisory fees and dividends on WTI's class B common stock, and general corporate purposes; Atlanta-based operator of computerized reservation systems.

INCOME SECURITIES OFFERINGS IN THE MARKET

DAVCO ACQUISITION HOLDING INC. 7.99 million Enhanced Income Securities (EIS), price range $14.50 and $15.50 per EIS: comprised of 7.99 class A common stock and $59 million senior subordinated notes due 2016, also separate offering of $7.5 million senior subordinated notes due 2016; RBC Capital Markets (books), KeyBanc Capital Markets, Oppenheimer, SunTrust Robinson Humphrey; both issues of notes guaranteed on an unsecured senior subordinated basis by all domestic subsidiaries (DavCo Operations Inc., FriendCo Restaurants Inc., Heron Realty Corp., and MDF Inc.); about $13.0 million of the proceeds will be used to repurchase class B common stock from Citicorp Venture Capital Ltd. and affiliates; subsidiary of Crofton, Md.-based DavCo Restaurants Inc., the largest franchisee of Wendy's International Inc.

ROADSHOWS

Jan. 18-25: ATLANTIS PLASTICS INC. $125 million; Bear Stearns & Co.

Jan. 19-27: UNO RESTAURANT HOLDINGS CORP. $140 million; Banc of America Securities

Started late Jan. 17 week: MERCER INTERNATIONAL $300 million; RBC Capital Markets, Credit Suisse First Boston

Started Jan. 20: EYE CARE CENTERS OF AMERICA $150 million; JP Morgan

Started Jan. 24: DI FINANCE/DYNCORP INTERNATIONAL LLC $320 million; Goldman Sachs & Co., Bear Stearns & Co.

Started Jan. 24: PQ CORP. $300 million; Credit Suisse First Boston, JP Morgan, UBS Investment Bank

Started Jan. 24: KNOWLEDGE LEARNING CENTERS $260 million; Credit Suisse First Boston, UBS Investment Bank, BNP Paribas

Started Jan. 24 week: AMERICAN REAL ESTATE PARTNERS LP $300 million; Bear Stearns & Co.

Started Jan. 25: MAUSER BETEILIGUNGS GMBH €175 million; Citigroup

Starts Jan. 27: SELECT MEDICAL CORP. $660 million; Merrill Lynch & Co.

Starts Jan. 27: VALOR TELECOMMUNICATIONS ENTERPRISES LLC/VALOR TELECOMMUNICATIONS ENTERPRISES FINANCE CORP. $280 million; Banc of America Securities, JP Morgan, Merrill Lynch & Co.

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