BROOMFIELD, Colo., July 29, 2014 /PRNewswire/ -- Level 3
Communications, Inc. (NYSE: LVLT) today announced that Level 3
Escrow II, Inc., its indirect, wholly owned subsidiary, has agreed
to sell $1 billion aggregate
principal amount of its 5.375% Senior Notes due 2022 in a private
offering to "qualified institutional buyers," as defined in Rule
144A under the Securities Act of 1933, as amended, and non-U.S.
persons outside the United States
under Regulation S under the Securities Act of 1933. The new 5.375%
Senior Notes due 2022 were priced to investors at 100% of their
principal amount and will mature on August
15, 2022.
The gross proceeds from the offering of the notes will be
deposited into a segregated escrow account until the date on which
certain escrow conditions, including, but not limited to, the
substantially concurrent consummation of the acquisition by Level 3
of tw telecom inc. and the assumption of the notes by Level 3
Financing, Inc., a wholly owned subsidiary of Level 3 and the
direct parent company of Level 3 Escrow, are satisfied. If the
escrow conditions are not satisfied on or before June 15, 2015 (or any earlier date on which Level
3 determines that any of such escrow conditions cannot be
satisfied), Level 3 Escrow will be required to redeem the
notes.
Following the release of the escrowed funds in connection with
the assumption of the notes by Level 3 Financing, the net proceeds
from the offering of the notes will be used to finance the cash
portion of the merger consideration payable to tw telecom inc.
stockholders and to refinance certain existing indebtedness of tw
telecom inc., including fees and premiums, in connection with the
closing of Level 3's proposed acquisition of tw telecom inc. The
gross proceeds from the offering will reduce the outstanding bridge
commitment Level 3 has in place with certain financial institutions
in connection with financing the cash portion of the merger
consideration and refinancing certain tw telecom inc.
indebtedness.
The offering is expected to be completed on August 12, 2014, subject to the satisfaction or
waiver of customary closing conditions.
The notes will not be registered under the Securities Act of
1933 or any state securities laws and, unless so registered, may
not be offered or sold except pursuant to an applicable exemption
from the registration requirements of the Securities Act of 1933
and applicable state securities laws.
About Level 3 Communications
Level 3 Communications,
Inc. (NYSE: LVLT) is a Fortune 500 company that provides local,
national and global communications services to enterprise,
government and carrier customers. Level 3's comprehensive portfolio
of secure, managed solutions includes fiber and infrastructure
solutions; IP-based voice and data communications; wide-area
Ethernet services; video and content distribution; data center and
cloud-based solutions. Level 3 serves customers in more than 500
markets in over 60 countries across a global services platform
anchored by owned fiber networks on three continents and connected
by extensive undersea facilities.
© Level 3 Communications, LLC. All Rights Reserved. Level 3,
Level 3 Communications, Level (3) and the Level 3 Logo are either
registered service marks or service marks of Level 3
Communications, LLC and/or one of its Affiliates in the United States and/or other countries. Any
other service names, product names, company names or logos included
herein are the trademarks or service marks of their respective
owners. Level 3 services are provided by subsidiaries of Level 3
Communications, Inc.
Forward-Looking Statement
Some statements
made in this press release are forward-looking in nature and are
based on management's current expectations or beliefs. These
forward-looking statements are not a guarantee of performance and
are subject to a number of uncertainties and other factors, many of
which are outside Level 3's control, which could cause actual
events to differ materially from those expressed or implied by the
statements. Important factors that could prevent Level 3 from
achieving its stated goals include, but are not limited to, the
company's ability to: successfully integrate the tw telecom
acquisition or otherwise realize the anticipated benefits thereof;
manage risks associated with continued uncertainty in the global
economy; maintain and increase traffic on its network; develop and
maintain effective business support systems; manage system and
network failures or disruptions; avert the breach of its network
and computer system security measures; develop new services that
meet customer demands and generate acceptable margins; defend
intellectual property and proprietary rights; manage the future
expansion or adaptation of its network to remain competitive;
manage continued or accelerated decreases in market pricing for
communications services; obtain capacity for its network from other
providers and interconnect its network with other networks on
favorable terms; attract and retain qualified management and other
personnel; successfully integrate future acquisitions; effectively
manage political, legal, regulatory, foreign currency and other
risks it is exposed to due to its substantial international
operations; mitigate its exposure to contingent liabilities; and
meet all of the terms and conditions of its debt obligations.
Additional information concerning these and other important factors
can be found within Level 3's filings with the Securities and
Exchange Commission. Statements in this press release should be
evaluated in light of these important factors. Level 3 is under no
obligation to, and expressly disclaims any such obligation to,
update or alter its forward-looking statements, whether as a result
of new information, future events, or otherwise.
Contact
Information
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Media:
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Investors:
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Ashley
Pritchard
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Mark
Stoutenberg
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+ 1
720-888-5959
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+1
720-888-2518
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ashley.pritchard@level3.com
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mark.stoutenberg@level3.com
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SOURCE Level 3 Communications, Inc.