Level
3 Accepts for Purchase $1.105 Billion Aggregate Amount
of Notes in Debt Tender Offers [December 2,
2004]
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 (Nasdaq:LVLT) is an international communications
and information services company. The company operates
one of the largest Internet backbones in the world,
is one of the largest providers of wholesale dial-up
service to ISPs in North America and is the primary
provider of Internet connectivity for millions of broadband
subscribers, through its cable and DSL partners. The
company offers a wide range of communications services
over its 23,000-mile broadband fiber optic network including
Internet Protocol (IP) services, broadband transport
and infrastructure services, colocation services, and
patented softswitch managed modem and voice services.
Its Web address is www.Level3.com.
The
company offers information services through its subsidiaries,
Software Spectrum and (i)Structure. For additional information,
visit their respective Web sites at www.softwarespectrum.com
and www.i-structure.com.
The Level 3 logo is a registered service mark of
Level 3 Communications, Inc. in the United States and/or
other countries.
Forward
Looking Statement
Some of the statements made by Level 3 in this press
release are forward-looking in nature. Actual results
may differ materially from those projected in forward-looking
statements. Level 3 believes that its primary risk factors
include, but are not limited to: changes in the overall
economy relating to, among other things, the September
11 attacks and subsequent events, substantial capital
requirements; development of effective internal processes
and systems; the ability to attract and retain high
quality employees; technology; the number and size of
competitors in its markets; law and regulatory policy;
and the mix of products and services offered in the
company's target markets. 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 release should be evaluated
in light of these important factors.
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