LEVEL 3 COMMUNICATIONS ANNOUNCES OFFERING OF $750 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6% CONVERTIBLE SUBORDINATED NOTES DUE 2009
Net Proceeds to be Used to Implement Business Plan
BROOMFIELD, COLORADO, September 15, 1999 – Level 3 Communications, Inc. (Nasdaq: LVLT) today announced the offering of $750 million aggregate principal amount of its 6% Convertible Subordinated Notes due 2009 in an underwritten offering at a price to the public of 100% of the principal amount of the notes.
The company also granted to the underwriters an option, which is exercisable for a 30 day period, to purchase an additional $112.5 million aggregate principal amount of Convertible Subordinated Notes due 2009 for the sole purpose of covering sales of notes in excess of $750 million aggregate principal amount of notes. The notes are convertible at any time at the option of the holder into shares of common stock of Level 3 at a conversion price of approximately $65.19 per share, subject to adjustment in certain circumstances.
The offering is being made by a group of underwriters led by Goldman, Sachs & Co., Salomon Smith Barney Inc., Chase Securities Inc., Credit Suisse First Boston Corporation, J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated.
The company expects that the offering will be completed on September 20, 1999, subject to customary closing conditions. Level 3 currently intends to use the net proceeds of the offering and its previously announced proposed senior secured credit facility of $1.375 billion for working capital, capital expenditures, acquisitions and other general corporate purposes in connection with the implementation of its business plan, including the acquisition of telecommunications assets. These transactions will allow the company to continue its philosophy of 'pre-funding' the phases of its business plan. In particular, the proceeds from both the offering and the credit facility will allow the company to substantially pre-fund the fourth phase of the company's five phase business plan. The proposed senior credit facility is currently in general syndication and is subject to customary conditions for a transaction of this type, including completion of definitive documents and finalization of terms and conditions. Level 3 expects to close the facility by the end of September 1999. A registration statement relating to the notes has been declared effective by the Securities and Exchange Commission. Offers and sales of these notes may be made only by the related prospectus and prospectus supplement, which may be obtained from any of the underwriters referred to above.
About Level 3 Communications
Level 3 Communications, Inc. (NASDAQ: LVLT), an international communications company, operates one of the largest Internet backbones in the world, connecting 180 markets in 18 countries. The company serves a broad range of wholesale, enterprise and content customers with a comprehensive suite of services including: Internet Protocol (IP) services, broadband transport and infrastructure services, colocation services, voice and voice over IP services, content delivery and media distribution services. These services provide the building blocks to enable Level 3’s customers to meet their growing demands for advanced communications solutions. The company’s Web address is www.Level3.com.
"Level 3 Communications,” "Level 3," the red 3D brackets and the Level 3 Communications logo are registered service marks of Level 3 Communications, LLC in the United States and/or other countries. Level 3 services are provided by wholly owned subsidiaries of Level 3 Communications, Inc. Any other service, product or company names recited herein may be trademarks or service marks of their respective owners.
Forward-Looking Statement
Some of the statements that we make in this press release are forward looking in nature. These statements 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 our control, which could cause actual events to differ materially from those expressed or implied by the statements. The most important factors that could prevent us from achieving our stated goals include, but are not limited to our ability to: successfully integrate acquisitions; increase the volume of traffic on our network; defend our intellectual property and proprietary rights; develop new products and services that meet customer demands and generate acceptable margins; successfully complete commercial testing of new technology and information systems to support new products and services; attract and retain qualified management and other personnel; and meet all of the terms and conditions of our 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.
