New Issue: L-3 sells upsized $650 million 10.25-year notes to yield 5 7/8%

By Paul Deckelman

New York, Nov. 1 - L-3 Communications Corp. sold an upsized "drive-by" offering of $650 million senior subordinated notes due Jan. 15, 2015, according to syndicate sources.

That Rule 144A offering - announced around noontime ET and priced just several hours later amid good investor demand - was upsized from the originally announced $500 million.

It was brought to market by joint bookrunning managers Lehman Brothers and Credit Suisse First Boston, along with co-managers Banc of America Securities, Morgan Stanley, SG Cowan and Wachovia Securities.

The notes priced at par to yield 5 7/8%, at the wide end of pre-deal market price talk of 5¾% to 5 7/8%. They are non-callable prior to Jan. 15, 2010.

L-3 Communications Corp. is a wholly owned subsidiary of L-3 Communications Holdings Inc., a New York-based provider of secure communications systems and intelligence, surveillance and reconnaissance systems to the Defense Department and other U.S. government agencies. It plans to use a portion of the new-deal proceeds to redeem its outstanding $200 million of 8% senior subordinated notes due 2008 and will use the remainder for general corporate purposes, including acquisitions.

Issuer:	L-3 Communications Corp.
Amount:	$650 million (upsized from $500 million)
Security description:	Senior subordinated notes
Maturity:	Jan. 15, 2015
Bookrunners:	Lehman Brothers, Credit Suisse First Boston
Co-managers:	Banc of America Securities, Morgan Stanley, SG, Wachovia Securities
Coupon:	5 7/8%
Price:	Par
Yield:	5 7/8%
Spread:	180 basis points over Treasuries
Call:	Non-callable until Jan. 15, 2010, then at 102.938, 101.958, 100.979, and then at par
Equity clawback:	Until Jan. 15, 2008 for 35% at 105.875
Ratings:	Moody's: none yet
	S&P: BB-
Settlement:	Nov. 12 (T+8), flat

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