LEVEL 3 COMMUNICATIONS PRICES SECURITIES OFFERINGS
Company offers 20 Million Shares Of Common Stock At $107.88 And $750 Million Aggregate Principal Amount of its 6% Convertible Subordinated Notes due 2010 Net Proceeds To Be Used To Implement Business Plan
BROOMFIELD, COLORADO, February 23, 2000 – Level 3 Communications, Inc. (Nasdaq: LVLT) today announced that it had priced the offering of an aggregate of 20 million shares of its common stock in an underwritten offering both in the United States and outside the United States at a price to the public of $107.88 per share. The company also granted to the underwriters an option, which is exercisable for a 30 day period, to purchase an additional 3 million shares of common stock solely to cover over-allotments. The offering in the United States is being made by a group of underwriters being led by Salomon Smith Barney Inc., Goldman, Sachs & Co., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Chase H & Q, Credit Suisse First Boston Corporation, and Merrill Lynch, Pierce, Fenner & Smith Incorporated.
The offering outside of the United States is being made by a group of underwriters being led by Salomon Brothers International Limited, Goldman Sachs International, J.P. Morgan Securities Ltd., Morgan Stanley & Co. International Limited, Credit Suisse First Boston (Europe) Limited, Merrill Lynch International, Chase H & Q, Credit Lyonnais Securities, Kleinwort Benson Limited and Societe Generale. Salomon Smith Barney Inc. is acting as global coordinator and sole book running manager. The company expects that the offering will be completed on February 29, 2000, subject to customary closing conditions. The company also announced that it had priced an offering of $750 million aggregate principal amount of its 6% Convertible Subordinated Notes due 2010 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 up to an additional $112.5 million aggregate principal amount of Convertible Subordinated Notes due 2010 solely to cover over-allotments. 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 $134.84 per share, subject to adjustment in certain circumstances. The offering will be made by a group of underwriters being led by Goldman, Sachs & Co., Salomon Smith Barney Inc., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Credit Suisse First Boston Corporation. Salomon Smith Barney is acting as global coordinator and Goldman, Sachs & Co. and Salomon Smith Barney Inc. are acting as joint book running managers.
The company expects that the offering will be completed on February 29, 2000, subject to customary closing conditions. Level 3 currently intends to use the net proceeds of these offerings for working capital, capital expenditures, acquisitions and other general corporate purposes in connection with the implementation of its business plan. Although the company evaluates potential acquisitions from time to time, the company has no agreement or understanding with any person to effect any material acquisition.
(* Softswitches are advanced software based switching systems, which enable Level 3 to provide services combining the best features of the Internet and traditional telephone networks.)
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.
