DENVER, Jan. 11, 2021 /PRNewswire/ -- Lumen
Technologies* (NYSE: LUMN) announced that its wholly-owned
subsidiary, Level 3 Financing Inc. ("Level 3 Financing"), has
agreed to sell $900 million aggregate
principal amount of its unsecured 3.750% Sustainability-Linked
Senior Notes due 2029 (the "Sustainability-Linked Notes") pursuant
to its inaugural offering of notes with sustainability-linked
features announced earlier today.
The Sustainability-Linked Notes were priced to investors at par
and will mature on July 15, 2029.
Upon issuance, Level 3 Financing's obligations under the
Sustainability-Linked Notes will be guaranteed on an unsecured
basis by Level 3 Parent LLC, the direct parent of Level 3
Financing.
Level 3 Financing intends to use the net proceeds from the
offering, together with cash on hand, to redeem all $900 million aggregate principal amount of Level
3 Financing's 5.375% Senior Notes due 2024. The offering is
expected to be completed on Jan. 13,
2021, subject to the satisfaction or waiver of customary
closing conditions.
The Sustainability-Linked Notes are aligned with Lumen's
science-based emission reduction targets and its commitment to
environmental, social and governance (ESG) initiatives. Lumen, as
part of its ESG initiatives, has established science-based targets
to reduce its annualized absolute market-based Scope 1 and Scope 2
greenhouse gas (GHG) emissions by 18% and its annualized absolute
upstream Scope 3 GHG emissions by 10% by 2025, with 2018 as the
baseline year for measurement. These two goals constitute the
sustainability performance targets applicable to the
Sustainability-Linked Notes. Under the terms of the
Sustainability-Linked Notes, if Lumen does not satisfy either or
both of the sustainability performance targets prior to
Oct. 15, 2026, the interest rate
applicable to the Sustainability-Linked Notes will be increased by
either 0.0625% or 0.1250% per annum, respectively. Any adjustment
to the interest rate will be effective for the interest period
beginning July 16, 2026. Lumen plans
to publish updates on its website regarding its performance with
respect to its sustainability performance targets.
The Sustainability-Linked Notes will not be registered under the
Securities Act of 1933, as amended (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 Sustainability-Linked 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. Holders of
the Sustainability-Linked Notes will not have registration
rights.
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, the Sustainability-Linked Notes,
nor will there be any sale of the Sustainability-Linked 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 any of Level 3 Financing's outstanding
senior notes.
About Lumen
Lumen is guided by our belief that humanity is at its best when
technology advances the way we live and work. With approximately
450,000 route fiber miles and serving customers in more than 60
countries, we deliver the fastest, most secure platform for
applications and data to help businesses, government and
communities deliver amazing experiences.
Lumen and Lumen Technologies are registered trademarks of Lumen
Technologies LLC in the United
States. Lumen Technologies LLC is a wholly-owned affiliate
of CenturyLink Inc.
* The Lumen brand was launched on Sept. 14, 2020. As a result, CenturyLink, Inc. is
referred to as Lumen Technologies, or simply Lumen. The legal name
CenturyLink, Inc. is expected to be formally changed to Lumen
Technologies, Inc. on Jan. 22, 2021.
Effective as of Jan. 22, 2021, the
CUSIP number for the company's common stock is scheduled to change
to 550241 103.
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: Level 3 Financing's failure to satisfy the
conditions to the initial purchasers' obligation to consummate the
offering; 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 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
Lumen Technologies or Level 3 Parent LLC with the Securities
and Exchange Commission. 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. 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 Lumen Technologies