Omnicare (OCR) new issue 12/13/05

$750 (+15% shoe) deal from LEH/JPM/CIBC pricing tonight con-current w. $750 common +$750M sr sub notes. 3.125%-3.625% up 32.5-37.5%. 30 yrs, NC 10, put in yr 10 only, 130% coco 120%copa. Div prot above $0.0225/qtr. Convert is structually SUB to new sr sub notes which have OCR Holdco guarantee. OCR is the largest provider of pharma sesvices primarily to the elderly. Strong sales fueled by aggressive acq strategy. Strong FCF but high leverage. Liquidity is OK with $700M avail on revolver. Using L+275bps (100bps wider than existing HY debt) & 25 vol. bonds are worth 99.67/102.45/10.29. THese are a BUY on mids or better

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