BROOMFIELD, Colo., December 2, 2004 – Level 3 Communications, Inc. (Nasdaq:LVLT) announced today that it has accepted for purchase $1.105 billion aggregate principal amount of its outstanding debt securities due 2008 specified in the table below (the “Notes”) under its cash tender offers (the “Offers”), which commenced on October 29, 2004. The terms and conditions 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.
A total of approximately $1.127 billion aggregate principal amount of Notes were tendered prior to the expiration of the Offers at 12:00 midnight, New York City time, on December 1, 2004 (the “Expiration Date”). Level 3 accepted for purchase $1.105 billion aggregate principal amount of Notes. The settlement will be completed today, and accrued interest up to, but not including, today will be paid in cash on all validly tendered and accepted Notes.
The table below shows, by series, the Notes included in the Offers, the principal amount tendered prior to the Expiration Date, the principal amount repurchased pursuant to the Offers and the principal amount remaining outstanding.
|
Title of Security |
Principal Amount Tendered |
Principal Amount Repurchased |
Principal Amount Remaining Outstanding |
| 9 1/8% Senior Notes due 2008 |
$249,457,000 |
$249,457,000 |
$954,195,000 |
| 11% Senior Notes due 2008 |
$229,541,000 |
$229,541,000 |
$132,495,000 |
| 10½% Senior Discount Notes due 2008 |
$265,880,000 |
$265,880,000 |
$143,582,000 |
| 10¾% Senior Euro Notes due 2008 |
€287,250,000 |
€271,053,000 |
€49,773,000 |
The Offers were oversubscribed. In accordance with the procedures set forth in the Offer to Purchase, Level 3 accepted for purchase (i) all validly tendered 9 1/8% Senior Notes due 2008, 11% Senior Notes due 2008 and 10½% Senior Discount Notes due 2008 and (ii) €944 principal amount of 10¾% Senior Euro Notes due 2008 (the “Euro Notes”) for each €1,000 principal amount of Euro Notes validly tendered, on a pro rata basis (i.e. approximately 94.4% of the tendered Euro Notes).
Merrill Lynch & Co. was the Dealer Manager for the Offers.
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.
