Level 3 Communications, Inc. (Nasdaq: LVLT) subsidiary, Level 3 Financing, Inc., has agreed to sell $640 million aggregate principal amount of 10% Senior Notes due 2018 in a private offering to “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended, and non-U.S. persons outside the United States under Regulation S under the Securities Act of 1933, as amended. The notes were priced to investors at 97.982% of their principal amount.
The net proceeds from the offering will be used to fund Level 3 Financing’s purchase of its 12.25% Senior Notes due 2013 in a concurrent tender offer and consent solicitation. The closing of the offering is conditioned upon the valid tendering, and acceptance by Level 3 Financing, of a minimum aggregate principal amount of notes in the tender offer and consent solicitation, receipt of a minimum amount of consents in the tender offer and consent solicitation and the satisfaction or waiver of the other conditions to the tender offer and consent solicitation (collectively, the “Closing Conditions”).
The offering is expected to be completed on Jan. 20, 2010, subject to the satisfaction or waiver of the Closing Conditions.
The senior notes will not be registered under the Securities Act of 1933, as amended, or any state securities laws and, unless so registered, may not be offered or sold except pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended, and applicable state securities laws.
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