Broomfield, Colorado – (The Hosting News) – December 19, 2006 – Colocation, VoIP, and Internet backbone company, Level 3 Communications subsidiary, Level 3 Financing, Inc., has initiated a tender offer for the cash purchase of its 10.75% Senior Notes due 2011 (the ”Notes”), for $500 million in the aggregate principal amount.
Representing all of the Notes currently outstanding, holders of Notes validly tendered prior to 5:00 p.m., New York City time on December 27, 2006, unless extended or earlier terminated (the “Consent Time”), if such Notes are accepted for purchase, will receive the total consideration of $1,092.21 per $1,000 principal amount of the Notes, which includes $1,062.21 as the tender offer consideration and $30 as a consent payment.
The tender offer is scheduled to expire at 5:00 p.m., New York City time, on January 11, 2007, unless extended or earlier terminated (the “Expiration Date”). Payment for Notes validly tendered on or prior to the Consent Time and accepted for purchase will be made promptly after the Consent Time. Holders of Notes who validly tender after the Consent Time and on or prior to the Expiration Date, if such Notes are accepted for purchase, will receive the tender offer consideration but will not receive the consent payment. Payment for Notes validly tendered after the Consent Time and on or prior to the Expiration Date and accepted for purchase will be made promptly after the Expiration Date. Accrued interest up to, but not including, the applicable settlement date will be paid in cash on all validly tendered and accepted Notes.
Level 3 Financing intends to fund the purchase of the Notes tendered with net proceeds from borrowings under a proposed private debt offering, and may also fund purchases pursuant to the tender offer with cash on hand. Level 3’s obligation to purchase Notes pursuant to the tender offer is conditioned on the consummation of the proposed debt offering described above. The tender offer is also subject to the satisfaction or waiver of certain other conditions as set forth in the Offer to Purchase. The tender offer is not subject to the receipt of any minimum amount of tenders. 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 the Notes. The tender offer may only be made pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal. The complete terms and conditions of the tender offer are set forth in an Offer to Purchase that is being sent to holders of the Notes. Holders are urged to read the tender offer documents carefully. Copies of the Offer to Purchase and the related Letter of Transmittal may be obtained from the Information Agent for the tender offer, Global Bondholder Services Corporation, at 212-430-3774 and (866) 389-1500 (toll-free). Merrill Lynch and Co. is the Dealer Manager for the tender offers. Questions regarding the tender offer may be directed to Merrill Lynch and Co. at (888) 654-8637 (toll-free) and 212-449-4914.
Level 3 Communications, Inc., an international communications company, operates one of the largest Internet backbones in the world. Through its customers, Level 3 is the primary provider of Internet connectivity for millions of broadband subscribers. The company provides a comprehensive suite of services over its broadband fiber optic network including Internet Protocol (IP) services, broadband transport and infrastructure services, colocation services, voice services and voice over IP services. The services are designed to provide building blocks that enable Level 3’s customers to meet growing demands for advanced communications solutions.The principal components offered by Level 3’s (3)VoIP Enhanced Local service include network trunking, local telephone numbers, local number portability, the safety of E-911, operator assistance, caller ID, directory listings, and directory assistance. The service is designed to allow Level 3 customers to retain the flexibility to manage and control end-user features without the difficulties of implementing complex interconnection arrangements.
For more information about Level 3, please visit: www.level3.com.