Level 3 gets tenders from holders of $692 million 9 1/8%, 10½%, 11% notes

By Jennifer Chiou

New York, Jan. 11 - Level 3 Communications, Inc. announced it received tenders from holders of $692 million or 56% of the total principal amount of its $954.195 million of 9 1/8% senior notes due 2008, $132.495 million of 11% senior notes due 2008 and $143.582 million of 10½% senior discount notes due 2008 for its exchange offer.

Level 3 said it received tenders from holders of $555.788 million of its 9 1/8% notes, $54.438 million of its 11% notes and $81.491 million of its 10½% notes.

The offer ended at 11:59 p.m. ET on Jan. 10.

The company said it expects to pay $46 million in cash on Jan. 13 and also to issue about $692 million of new 11½% senior notes due March 1, 2010 in exchange for the old notes. The $46 million cash payment includes $36,102,290 for the 9 18/% notes, $5,159,985 for the 11% notes and $5,050,692 of 10½% notes.

Level 3 said it will also pay about $13 million in accrued interest.

Those who tendered their holdings by the early participation deadline at 5 p.m. ET on Dec. 22 will receive a $25.00 per $1,000 principal amount (principal amount at maturity for the discount notes) early participation payment.

For each $1,000 principal amount of notes or principal amount at maturity, Level 3 said it will issue $1,000 of new 11½% notes and pay $65.00 for its 9 1/8% notes, $95.00 for its 11% notes and $62.00 for its 10½% notes. The figures include the $25.00 early participation payment.

The company said the goal of the exchange offers is to improve financial flexibility by extending the maturities of its notes and reducing the amount of its notes due 2008.

The offers were conditioned upon tenders from holders of at least half of the old notes.

Level 3 Communications, which launched the offer on Dec. 12, is a Broomfield, Colo., communications and information services company.

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