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Level 3 CFO Issues Statement on Pending Debt Tender Offers

Level 3 CFO Issues Statement on Pending Debt Tender Offers

BROOMFIELD, Colo., November 18, 2004 – The following statement can be attributed to Sunit Patel, chief financial officer of Level 3 Communications, Inc. (Nasdaq:LVLT), regarding Level 3’s pending debt tender offers (the “Offers”):

“Yesterday, Level 3 announced that we had increased to $1.105 billion the maximum aggregate principal amount of our outstanding debt securities due 2008 that we could be obligated to accept for payment in our pending cash offers.

“Assuming we accept this maximum aggregate principal amount for purchase upon expiration of the tender offers, which we currently intend, we would reduce the aggregate principal amount of our outstanding indebtedness with 2008 maturities to approximately $1.3 billion, or 46% based on current Euro exchange rates.

“Such a reduction would be consistent with our previously announced goal of addressing our outstanding indebtedness maturing in 2008 in a disciplined manner. We also currently expect the transaction to slightly reduce total outstanding debt and Level 3’s annual interest expenses.

“We are pleased that market conditions have allowed us to increase the maximum amount of our debt securities that we may be obligated to purchase under the tender offers.”

The terms of the Offers are set forth in Level 3’s Offer to Purchase dated October 29, 2004 and a Supplement to the Offer to Purchase dated November 17, 2004 (together, the “Offer to Purchase”) and the related Letter of Transmittal. The Offers will expire at 12:00 midnight on December 1, 2004, unless extended.  The Offers are subject to the satisfaction or waiver of certain conditions, which are described in the Offer to Purchase.

This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities with respect to any series of Notes. The Offers may only be made pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal.

Copies of the Offer to Purchase and the related Letter of Transmittal may be obtained from the Information Agent for the Offers, Global Bondholder Services Corporation, at 212-430-3774 and 866-873-6300 (collect).

Merrill Lynch & Co. is the Dealer Manager for the Offers. Questions regarding the Offers may be directed to Merrill Lynch & Co. at 800-ML4-TNDR (toll-free) and 212-449-4914.


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.