Lumen, Level 3, Embarq Florida tender for five series of notes

By Wendy Van Sickle

Columbus, Ohio, July 25 – Lumen Technologies, Inc. and its wholly owned subsidiaries Level 3 Financing Inc. and Embarq Florida, Inc. have commenced cash tender offers for five series of notes, according to a news release.

The offers comprise an any and all tender offer for two series of Level 3 notes and a maximum tender offer for up to $1 billion principal amount of three series of notes, two issued by Embarq and one by Lumen.

The any-and-all offer covers

• $800 million outstanding 5.375% senior notes due 2025 (Cusip: 527298BH5) for which the company is offering a total consideration per $1,000 principal amount of $1,000; and

• $775million outstanding 5.25% senior notes due 2026 (Cusip: 527298BM4) for which the company is offering a total consideration per $1,000 principal amount of $990.

In conjunction with the any-and-all tender offers, Level 3 is soliciting consents from holders of the affected notes to some proposed amendments that would amend the applicable indenture to, among other things, eliminate substantially all of the restrictive covenants, eliminate certain events of default and modify certain redemption notice requirements contained in such Indenture.

Holders may not tender their notes under the any-and-all offer without delivering consents to the amendments and may not deliver consents without tendering their notes.

The capped offers cover the following series, listed in order of acceptance priority:

• $73,999,000 outstanding 7.125% senior notes due 2023 issued by Embarq (Cusip: 913026AU4) for which the company is offering a total consideration per $1,000 principal amount of $1,000;

• $63,556,000 outstanding 8.375% senior notes due 2025 issued by Embarq (Cusip: 913026AT7) for which the company is offering a total consideration per $1,000 principal amount of $1,000; and

• $63,556,000 outstanding 5.125% senior notes due 2026 issued by Lumen (Cusips: 156700BB1, U1566PAB1) for which the company is offering a total consideration per $1,000 principal amount of $895.

There is a $350 million series cap for the notes issued by Lumen.

For each series, the total consideration includes an early tender premium of $50 per $1,000 principal amount that will be paid only to holders who tender their notes by 5 p.m. ET on Aug. 5.

The tender offers and consent solicitations will expire at 11:59 p.m. ET on Aug. 19.

Early settlement is expected on Aug. 9 and final settlement on Aug. 23.

None of the tender offers is contingent on the delivery of any minimum amount of consents or tender of any minimum about of notes or the consummation of any other tender offer. Neither consent solicitation is contingent on the success of the other.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106), Morgan Stanley & Co. LLC (800 624-1808 or 212 761-1057), Barclays Capital Inc. (800 438-3242 or 212 528-7581), RBC Capital Markets, LLC (877 381-2099 or 212 618-7843) or TD Securities (USA) LLC (866 584-2096 or 212 827-2842) are the dealer managers for the tender offer and solicitation agents for the consent solicitation.

Global Bondholder Services Corp. (212 430-3774 or 855 654-2014) is the tender and information agent.

Lumen is an enterprise technology platform based in Denison, Tex.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.