High Yield Calendar: $3.135 billion and €250 million deals being marketed

WEEK OF OCT. 29

MELROSE RESOURCES PLC: €250 million senior subordinated notes due 2015 (CCC+); Merrill Lynch & Co. (books), HBOS (joint lead); non-callable for four years; to refinance debt and provide working capital for projected exploration and development program; U.K.-based oil and gas exploration and development company; price talk 10% to 10¼%; pricing early Oct. 29 week.

NUVEEN INVESTMENTS $885 million senior notes due 2015 (expected ratings B3/B-); Merrill Lynch, Deutsche Bank Securities, Wachovia Securities, Morgan Stanley; Rule 144A with registration rights; non-callable for four years; to fund LBO of the company by Madison Dearborn Partners, LLC; Chicago-based provider of investment services; roadshow Oct. 24-31, price talk 10½% to 10¾%; pricing expected Nov. 1.

CII CARBON LLC/CII CARBON CORP. (RAIN CALCINING): $235 million senior subordinated notes due 2015 (B3/CCC+/B-); Citigroup; Rule 144A for life/Regulation S; non-callable for four years; to repay bridge facility related to the acquisition Of CII Carbon LLC by Rain Calcining; both companies are manufacturers of calcined petroleum coke. CII is based in Kingwood, Texas, Rain Calcining is based in Hyderabad, India; roadshow ends Wednesday in Boston; price talk 11½% area.

GUITAR CENTER INC.: $750 million: $375 million senior notes due 2015 (Caa1/CCCC), non-callable for four years, and $375 million senior PIK notes due 2015 (Caa2/CCC), non-callable for four years, three-year PIK; JPMorgan; to fund $2.1 billion LBO by Bain Capital Partners LLC (also $605 million sponsor equity), expected fourth quarter; Westlake Village, Calif., retailer of musical instruments and recording equipment; roadshow started Oct. 22; pricing expected Nov. 1.

UNITED TEST & ASSEMBLY CENTER/GLOBAL A&T ELECTRONICS LTD.: $475 million equivalent senior second-lien notes due 2015 (B2/B-) in dollar-denominated and euro-denominated tranches; ABN Amro, JPMorgan, Merrill Lynch & Co.; non-callable for four years; to fund the buyout of the company by TPG Capital and Affinity Equity Partners; Singapore-based semiconductor testing and assembly company; roadshow in Asia, Europe and United States until Oct. 29 week; pricing expected Nov. 2.

WEEK OF NOV. 5

NOVAMERICAN STEEL FINCO INC.: $315 million senior secured notes due 2015 (B3/B-); JPMorgan, CIBC World Markets; Rule 144A with registration rights/Regulation S; non-callable for four years; to help finance the acquisition of Novamerican Steel Inc. by Symmetry Holdings Inc.; steel service center, processor and tubing manufacturer with headquarters in Lasalle, Quebec; roadshow started Oct. 30; pricing expected Nov. 8.

ENERGY AND INDUSTRIAL UTILITIES CO. LLC (DTE ENERGY CO.): $275 million senior notes due 2017 (B2/B); Morgan Stanley, Barclays Capital; Rule 144A/Regulation S; also concurrent $375 million term loan and $50 million revolver; to repay intercompany debt, reimburse DTE Energy Services Inc. (DTEES) pre-formation expenses, pay a dividend to DTEES; Detroit-based diversified energy company; roadshow starts Oct. 31; pricing Nov. 5 week.

REABLE THERAPEUTICS INC.: $575 million senior unsecured notes due 2015 (Caa1); Credit Suisse, Banc of America Securities LLC; Rule 144A; non-callable for four years; to help fund acquisition of DJO Inc.; ReAble is an Austin, Texas, medical device company focused on rehabilitation, pain management, physical therapy and orthopedics; expected to price late Oct. 5 week.

EXPECTED NOVEMBER BUSINESS

CATALINA MARKETING CORP.: $490 million notes (Caa1/B-): $330 million senior PIK toggle notes and $160 million senior subordinated notes; Bear Stearns, Goldman Sachs & Co., Merrill Lynch & Co., Morgan Stanley; Rule 144A; to fund the acquisition of the company by Hellman & Friedman Capital partners VI; St. Petersburg, Fla., provider of promotional marketing services; expected to price mid- to late fourth quarter.

CDW CORP. $1.96 billion: $1.04 billion senior notes and $920 million senior subordinated notes; JPMorgan, Lehman Brothers, Deutsche Bank Securities, Morgan Stanley; also $2.9 billion senior secured credit facility and $2.403 billion of equity; to help fund LBO by Madison Dearborn Partners, LLC and Providence Equity Partners Inc.; Vernon Hills, Ill., provider of technology products and services; expected late October or early November.

LAUREATE EDUCATION INC.: $995 million notes: $685 million senior unsecured notes due 2015 and $310 million senior subordinated notes due 2016; Goldman Sachs & Co., Citigroup (joints), JPMorgan, Credit Suisse (co's); to help fund LBO expected to close in June; Baltimore-based provider of higher education; bridge loan funded in August; possible October business.

MYLAN LABORATORIES INC.: $2.85 billion senior notes; Merrill Lynch, Citigroup, Goldman Sachs & Co.; also $4.85 billion credit facility; to help fund acquisition of Merck KGaA's generic business, expected to close in the second half of 2007; Canonsburg, Pa., pharmaceutical company; expected October business.

SEQUA CORP.: $700 million senior unsecured notes which could be issued as PIK notes at the issuer's discretion; also $1.35 billion credit facility; Lehman Brothers, Citigroup, JPMorgan leading debt financing; to help fund $2.7 LBO by The Carlyle Group, expected to close in the fourth quarter; New York-based diversified industrial company; possible late October business.

TELESAT: $900 million senior notes and $2.2 billion credit facility; Morgan Stanley, UBS Investment Bank to lead financing; to help fund acquisition of Telesat by a joint venture company formed by Loral Space & Communications Inc. and the Public Sector Pension Investment Board, expected to close by mid-2007; new company will be one of the world's largest operators of telecommunications satellites; expected October business.

ON THE HORIZON

3COM CORP.: $400 million one-year bridge loan; also $800 million credit facility via Citibank Hong Kong Branch, UBS Singapore Branch, HSBC, ABN Amro and Bank of China; to fund LBO by affiliates of Bain Capital (financing includes $1.416 billion of equity) expected to close first quarter of 2008; Marlborough, Mass., network services company.

ALLIANCE DATA SYSTEMS CORP.: $2.21 billion bonds: $1.8 billion senior unsecured notes and $410 million senior subordinated notes; also $4.4 billion credit facility; Credit Suisse lead bank on financing; to help fund $7.8 billion LBO by The Blackstone Group expected to close by end of 2007; Dallas-based provider of marketing, loyalty and transaction services.

AFFILIATED COMPUTER SERVICES INC.: $2.515 billion of high-yield notes and $4.05 billion senior secured credit facility; to help finance public-to-private bid by Darwin Deason, founder and chairman, and Cerberus Capital Management LP for about $8.2 billion; Citigroup has provided the bidders with a "highly confident" letter regarding its ability to raise the necessary debt; investment partners are prepared to enter into negotiations with the company immediately and are ready to move quickly to complete the transaction; Dallas-based provider of business process outsourcing and information.

ALLTEL COMMUNICATIONS INC.: $7.7 billion bonds backed by a $4.7 billion senior unsecured cash pay bridge loan and a $3 billion senior unsecured PIK option bridge loan via Citigroup, Goldman Sachs, Barclays, RBS Securities; also $15.5 billion credit facility and up to $4.6 billion of sponsor equity; financing backing $27.5 billion acquisition of Alltel by TPG Capital and GS Capital Partners, expected in fourth quarter of 2007; Little Rock, Ark., provider of wireless voice and data communications services.

ALTRA NEBRASKA LLC: $130 million senior secured notes due 2018 (B); Morgan Stanley; to fund a portion of the cost to construct a 100 million gallon per year nameplate capacity, dry-mill ethanol plant in Carleton, Neb.; wholly owned subsidiary of Altra Inc., a California-based developer of renewable fuel projects.

AVAYA INC. $1.7 billion senior unsecured notes: $700 million cash-pay notes and $1 billion PIK toggle notes; Morgan Stanley, Citigroup, JPMorgan; also $3.8 billion credit facility; to fund LBO by Silver Lake and TPG Capital valued at $8.2 billion, including $2.14 billion of sponsor equity, expected to close in the fall; Basking Ridge, N.J., provider of communication systems, applications and services.

BASELL: $7 billion senior secured second-lien notes and/or senior unsecured notes via Rule 144A or other private placement; backed by up to $7 billion or the euro equivalent senior secured second-lien bridge loan; also $14 billion credit facility; Citigroup, Goldman Sachs, Merrill Lynch, ABN Amro global coordinators for bonds, joint lead arrangers, bookrunners and global coordinators on the credit facility; to finance acquisition of Houston-based Lyondell Chemical Co.; Basell is a Netherlands-based producer of polypropylene and polyethylene; expected to close during remainder of 2007 or early 2008.

BCE INC. C$11.3 billion U.S. dollar equivalent bonds: Up to $7.5 billion senior notes and $3.8 billion subordinated notes; also C$23.05 billion credit facility; Citigroup, Deutsche Bank, RBS Securities, TD Securities lead banks on financing; to fund LBO by Teachers Private Capital, Providence Equity Partners Inc. and Madison Dearborn Partners, LLC, expected to be completed first quarter of 2008; Montreal-based communications company.

CCS INCOME TRUST: C$600 million senior unsecured notes due 2015 (B-); Goldman Sachs & Co., Deutsche Bank Securities; also $1.9 billion credit facility, bank meeting Oct. 22; to help fund LBO of the company; Calgary, Alta.-based services provider to upstream and downstream oil and gas companies in Canada and the United States.

CLEAR CHANNEL COMMUNICATIONS INC.: $2.6 billion high-yield bonds (decreased from $4.1 billion) and $19.525 billion credit facility (upsized from $17.375 billion); Citigroup, Deutsche Bank, Morgan Stanley, Credit Suisse, RBS Greenwich Capital and Wachovia are lead banks on the debt financing; to help back its leveraged buyout by Thomas H. Lee Partners, LP and Bain Capital Partners, LLC, expected to be completed by the end of 2007; also $3.44 billion sponsor equity; San Antonio media and entertainment company.

DRIVETIME AUTOMOTIVE GROUP INC.: $160 million senior notes due 2013 (B2/B); to replace the company's existing $80 million issue of senior unsecured notes due 2010; Phoenix-based company sells and finances used cars to subprime niche.

THE FINISH LINE INC.: $700 million unsecured senior notes; also $1.14 billion credit facility led by UBS; to finance the acquisition of Nashville specialty retailer Genesco Inc., expected to close in the fall (at close leverage is expected to be mid-five times area); Finish Line is an Indianapolis mall-based specialty retailer.

GREAT ATLANTIC & PACIFIC TEA CO. INC.: $780 million senior secured high-yield bonds; Banc of America Securities LLC, Lehman Brothers, also $600 million ABL revolver; to help fund its purchase of Pathmark Stores Inc. for $1.3 billion in cash, stock and debt assumption or retirement, expected to be completed during the second half of A&P's fiscal 2007 year, structure of financing and timing pending market conditions; A&P is a Montvale, N.J.-based supermarket chain.

HARRAH'S ENTERTAINMENT INC.: $6.025 billion senior unsecured bridge loans; also $9 billion credit facility via Bank of America, Deutsche Bank, Citigroup, Credit Suisse, JPMorgan and Merrill Lynch; to help fund LBO by Texas Pacific Group and Apollo Management, LP; Las Vegas-based provider of branded casino entertainment.

INTELSAT HOLDINGS LTD.: $5.11 billion expected in two approximately equal-sized tranches; Credit Suisse, Banc of America Securities LLC, Morgan Stanley; to help fund LBO by BC Partners and certain other investors, including about $860 million of existing debt at Intelsat (Bermuda), Ltd. and to defease or retire the $400 million Intelsat, Ltd. 5¼% senior notes due 2008, expected to close between November 2007 and February 2008; Pembroke, Bermuda, provider of fixed satellite services.

MCMORAN EXPLOARTION CO.: Long-term notes and equity and/or equity-linked securities; to repay the $800 million bridge loan; New Orleans-based oil and gas exploration, development and production company; shelf registration filed in October 2007.

PENN NATIONAL GAMING INC.: High-yield bonds and new credit facility via Deutsche Bank Securities and Wachovia Securities; to fund LBO by Fortress Investment Group LLC and Centerbridge Partners LP, valued at about $8.9 billion, including repayment of $2.8 billion of outstanding Penn National debt; Wyomissing, Pa., gaming company.

RADIATION THERAPY SERVICES INC.: $165 million in unsecured senior subordinated notes; and $410 million credit facility; Wachovia to lead debt financing; to fund LBO of Radiation Therapy by Vestar Capital Partners, expected to close first quarter of 2008; Fort Myers, Fla., radiation therapy services provider.

RCN CORP.: $250 million unsecured debt and term loans; Deutsche Bank Securities; to help fund its acquisition of NEON Communications Group Inc., expected to close in fourth quarter of 2007; RCN is a Herndon, Va.-based provider of video, data and voice services.

RIVERDEEP INTERACTIVE LEARNING USA: $820 million senior subordinated notes; Credit Suisse, Citigroup (joint); proceeds along with $1.87 billion senior bank debt, $750 million mezzanine debt and $1.5 billion equity to fund the acquisition of Houghton Mifflin by Riverdeep from Thomas H. Lee Partners, Bain Capital Partners, LLC and Blackstone Group for $3.4 billion; Riverdeep, based in Dublin, Ireland, is a publisher of interactive products for the consumer and school markets.

TELEFLEX INC.: New notes, bank loan and convertibles to fund acquisition of Arrow International Inc., expected to close in fourth quarter of 2007; financing commitments from Bank of America, JPMorgan; Teleflex is a Limerick, Pa., designer, manufacturer and distributor of engineered products and services for the commercial, medical and aerospace markets.

TRIBUNE CO.: $2.1 billion senior notes or senior subordinated notes backed up by $2.1 billion bridge via Merrill Lynch, JPMorgan, Citigroup and Bank of America; also $10.133 billion credit facility; to help finance public-to-private transaction; Chicago-based media company; expected to be completed by end of 2007.

UNITED RENTALS INC. $4 billion high-yield bonds: $2.35 billion secured second-lien fixed- and/or floating-rate notes and $1.65 billion unsecured fixed- and/or floating-rate senior notes; Bank of America, Credit Suisse, Morgan Stanley, Lehman Brothers; also $2.5 billion credit facility; to fund LBO of the company by Cerberus Capital Management, LP; Greenwich, Conn., equipment rental company; debt commitments expire Jan. 22, 2008.

UNIVAR NV: $600 million senior subordinated notes; also $1.375 billion credit facility via Bank of America and Deutsche Bank; to fund the acquisition of the company by CVC Capital Partners; to help fund the acquisition of Univar; Netherlands-based distributor of industrial chemicals and provider of related specialty services.

ROADSHOWS

Started Oct. 22: GUITAR CENTER INC. $750 million; JPMorgan

Started Aug. 22 week: UNITED TEST & ASSEMBLY CENTER $475 million; ABN Amro, JPMorgan, Merrill Lynch

Oct. 24-31: NUVEEN INVESTMENTS $885 million; Merrill Lynch, Deutsche Bank Securities, Wachovia Securities, Morgan Stanley

Ends 31: CII CARBON LLC/CII CARBON CORP. (RAIN CALCINING): $235 million; Citigroup Asia and Europe roadshow were held during early Oct. 22 week

Started Oct. 30: NOVAMERICAN STEEL FINCO INC. $315 million; JPMorgan, CIBC World Markets

Starts Oct. 31: ENERGY AND INDUSTRIAL UTILITIES CO. LLC (DTE ENERGY CO.) $275 million; Morgan Stanley, Barclays Capital

Starts Oct. 31: REABLE THERAPEUTICS INC. $575 million; Credit Suisse, Banc of America Securities LLC

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