DENVER, June 10, 2020 /PRNewswire/ -- CenturyLink
Inc. (NYSE: CTL) announced that Level 3 Financing Inc., its
indirect, wholly-owned subsidiary ("Level 3 Financing"), plans to
offer $1 billion aggregate principal
amount of fixed-rate, eight-year unsecured senior notes (the "2028
Notes") in a proposed private offering that will not be registered
under the Securities Act of 1933, as amended (the "Securities
Act").
The net proceeds from the offering will be used, together with
cash on hand, for general corporate purposes, including, without
limitation, to redeem all $840
million aggregate principal amount of Level 3 Financing's
outstanding 5.375% Senior Notes due 2022 (the "2022 Notes") and a
portion of Level 3 Financing's outstanding 5.625% Senior Notes due
2023 (the "2023 Notes").
The 2028 Notes will not be registered under the Securities Act
or any state securities laws in the
United States and may not be offered or sold in the United States absent registration or an
exemption from the applicable registration requirements.
Accordingly, the 2028 Notes are being offered and sold only to
persons reasonably believed to be qualified institutional buyers in
accordance with Rule 144A promulgated under the Securities Act and
to non-U.S. persons outside the United
States in accordance with Regulation S promulgated under the
Securities Act. The 2028 Notes will not have registration
rights.
In a separate transaction, CenturyLink also announced that its
indirect, wholly-owned subsidiary, Qwest Corporation, issued
notices to redeem $200 million
outstanding aggregate principal amount of its 6.875% Notes due 2054
(the "Qwest Notes"). Pursuant to these notices, on June 29, 2020, $200
million of the Qwest Notes will be redeemed at par plus
accrued and unpaid interest to but excluding the redemption date
with respect to the Qwest Notes. Additional information regarding
the partial redemption of the Qwest Notes is available from Bank of
New York Mellon.
This press release will not constitute an offer to sell, or a
solicitation of an offer to buy, the 2028 Notes, nor will there be
any sale of the 2028 Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful. This press release does not
constitute a notice of redemption with respect to the 2022 Notes,
the 2023 Notes or the Qwest Notes.
About CenturyLink
CenturyLink (NYSE: CTL) is a technology leader delivering hybrid
networking, cloud connectivity, and security solutions to customers
around the world. Through its extensive global fiber network,
CenturyLink provides secure and reliable services to meet the
growing digital demands of businesses and consumers. CenturyLink
strives to be the trusted connection to the networked world and is
focused on delivering technology that enhances the customer
experience.
Learn more at http://news.centurylink.com/.
Forward-Looking Statements
Except for historical and factual information, the matters
set forth in this release and other of our oral or written
statements identified by words such as "estimates," "expects,"
"anticipates," "believes," "plans," "intends," and similar
expressions are forward-looking statements. These forward-looking
statements are not guarantees of future results and are based on
current expectations only, are inherently speculative, and are
subject to a number of assumptions, risks and uncertainties, many
of which are beyond our control. Actual events and results may
differ materially from those anticipated, estimated, projected or
implied by us in those statements if one or more of these risks or
uncertainties materialize, or if underlying assumptions prove
incorrect. Factors that could affect actual results include but are
not limited to: the possibility that potential debt investors will
not be receptive to the offering on the terms described above or at
all; corporate developments that could preclude, impair or delay
the above-described transactions due to restrictions under the
federal securities laws; changes in Level 3 Financing's credit
ratings; changes in the cash requirements, financial position,
financing plans or investment plans of Level 3 Financing or its
affiliates; changes in general market, economic, tax, regulatory or
industry conditions that impact the ability or willingness of Level
3 Financing or its affiliates to consummate the above-described
transactions on the terms described above or at all; and other
risks referenced from time to time in the filings of CenturyLink
Inc. or Level 3 Parent, LLC with the Securities and Exchange
Commission ("SEC"). For all the reasons set forth above and in our
SEC filings, you are cautioned not to unduly rely upon our
forward-looking statements, which speak only as of the date made.
We undertake no obligation to publicly update or revise any
forward-looking statements for any reason, whether as a result of
new information, future events or developments, changed
circumstances, or otherwise. Furthermore, any information about our
intentions contained in any of our forward-looking statements
reflects our intentions as of the date of such forward-looking
statement, and is based upon, among other things, existing
regulatory, technological, industry, competitive, economic and
market conditions, and our assumptions as of such date. We may
change our intentions, strategies or plans (including our plans
expressed herein) without notice at any time and for any
reason.
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SOURCE CenturyLink Inc.