Level 3 Parent (LVLT) 10-Q 6 Aug 24 2024 Q2 Quarterly report Financial data

Cover Page

Cover Page	6 Months Ended
	Jun. 30, 2024 shares
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-35134
Entity Registrant Name	LEVEL 3 PARENT, LLC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-0210602
Entity Address, Address Line One	931 14th Street,
Entity Address, City or Town	Denver,
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80202-2994
City Area Code	720
Local Phone Number	888-1000
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	0
Entity Central Index Key	0000794323
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
OPERATING REVENUE
Operating revenues	$ 1,600	$ 1,764	$ 3,190	$ 3,548
OPERATING EXPENSES
Cost of services and products (exclusive of depreciation and amortization)	658	731	1,330	1,502
Selling, general and administrative	289	318	626	604
(Gain) loss on sale of business	(5)	8	17	85
Operating expenses - affiliates	262	231	500	399
Depreciation and amortization	363	355	727	702
Goodwill impairment	0	1,970	0	1,970
Total operating expenses	1,567	3,613	3,200	5,262
OPERATING INCOME (LOSS)	33	(1,849)	(10)	(1,714)
OTHER (EXPENSE) INCOME
Interest expense	(240)	(120)	(369)	(213)
Net gain on early retirement of debt (Note 5)	0	0	54	0
Other (expense) income, net	(3)	7	11	12
Total other expense, net	(168)	(98)	(207)	(170)
LOSS BEFORE INCOME TAXES	(135)	(1,947)	(217)	(1,884)
Income tax benefit	(34)	(23)	(52)	(1)
NET LOSS	(101)	(1,924)	(165)	(1,883)
Non-Affiliates
OPERATING REVENUE
Operating revenues	1,539	1,711	3,070	3,438
Affiliates
OPERATING REVENUE
Operating revenues	61	53	120	110
OTHER (EXPENSE) INCOME
Interest income - affiliate	$ 75	$ 15	$ 97	$ 31

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
NET LOSS	$ (101)	$ (1,924)	$ (165)	$ (1,883)
Foreign currency translation adjustments, net of $—, $(2), $— and $(8) tax	0	1	(2)	12
Other comprehensive income (loss), net of tax	0	1	(2)	12
COMPREHENSIVE LOSS	$ (101)	$ (1,923)	$ (167)	$ (1,871)

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
Foreign currency translation adjustments, tax	$ 0	$ (2)	$ 0	$ (8)

CONSOLIDATED BALANCE SHEETS (UN

CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 496	$ 2,017
Other	225	244
Total current assets	4,016	4,272
Property, plant and equipment, net of accumulated depreciation of $3,851 and $3,665	7,466	7,398
OTHER ASSETS
Customer relationships and other intangible assets, net	3,888	4,237
Other, net	1,255	1,346
Total other assets	5,143	5,583
TOTAL ASSETS	16,625	17,253
CURRENT LIABILITIES
Current maturities of long-term debt	34	31
Accrued expenses and other liabilities
Salaries and benefits	125	195
Income and other taxes	118	105
Current operating lease liabilities	270	288
Interest	144	82
Other	61	78
Current portion of deferred revenue	310	300
Total current liabilities	1,378	1,508
LONG-TERM DEBT	10,161	8,952
DEFERRED REVENUE AND OTHER LIABILITIES
Deferred revenue	1,775	1,623
Operating lease liabilities	773	845
Other	635	709
Total deferred revenue and other liabilities	3,183	3,177
COMMITMENTS AND CONTINGENCIES (Note 9)
MEMBER'S EQUITY
Member's equity	1,933	3,644
Accumulated other comprehensive loss	(30)	(28)
Total member's equity	1,903	3,616
TOTAL LIABILITIES AND MEMBER'S EQUITY	16,625	17,253
Non-Affiliates
CURRENT ASSETS
Accounts receivable, less allowance	594	545
CURRENT LIABILITIES
Accounts payable	316	392
Affiliates
CURRENT ASSETS
Accounts receivable, less allowance	33	0
Notes receivable - affiliate	2,668	1,466
CURRENT LIABILITIES
Accounts payable	0	37
Accrued expenses and other liabilities
Current operating lease liabilities	111	129
DEFERRED REVENUE AND OTHER LIABILITIES
Operating lease liabilities	$ 152	$ 201

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (UNAUDITED) - (Parenthetical) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 11	$ 13
Accumulated depreciation	$ 3,851	$ 3,665

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
OPERATING ACTIVITIES
Net loss	$ (101)	$ (1,924)	$ (165)	$ (1,883)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	363	355	727	702
Net loss on sale of business			17	85
Goodwill impairment	0	1,970	0	1,970
Deferred income taxes			(52)	(6)
Net gain on early retirement of debt	0	0	(54)	0
Changes in current assets and liabilities:
Accounts receivable			(52)	3
Accounts payable			(114)	(16)
Changes in other noncurrent assets and liabilities, net			317	16
Other, net			5	(3)
Net cash provided by operating activities			559	833
INVESTING ACTIVITIES
Capital expenditures			(444)	(530)
Proceeds from sale of property, plant and equipment and other assets			11	24
Net cash used in investing activities			(1,635)	(506)
FINANCING ACTIVITIES
Net proceeds from issuance of long-term debt			1,325	0
Distributions			(1,756)	(161)
Contributions			210	0
Payments of long-term debt			(15)	(14)
Debt issuance and extinguishment costs and related fees			(210)	(12)
Net cash used in financing activities			(446)	(187)
Net (decrease) increase in cash, cash equivalents and restricted cash			(1,522)	140
Cash, cash equivalents and restricted cash at beginning of period			2,020	164
Cash, cash equivalents and restricted cash at end of period	498	304	498	304
Supplemental cash flow information:
Income taxes paid, net			(1)	(4)
Interest paid (net of capitalized interest of $13 and $10)			(283)	(183)
Supplemental non-cash information regarding financing activities:
Issuance of senior secured notes as part of exchange offers (Note 5)			0	924
Cash, cash equivalents and restricted cash:
Cash and cash equivalents	496	256	496	256
Cash and cash equivalents and restricted cash included in assets held for sale	0	46	0	46
Restricted cash included in Other, net noncurrent assets	2	2	2	2
Total	$ 498	$ 304	498	304
Non-Affiliates
Changes in current assets and liabilities:
Other assets and liabilities, net			(8)	(34)
Affiliates
Changes in current assets and liabilities:
Other assets and liabilities, net			(62)	(1)
INVESTING ACTIVITIES
Increase in notes receivable - affiliate			$ (1,202)	$ 0

CONSOLIDATED STATEMENTS OF CA_2

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Statement of Cash Flows [Abstract]
Capitalized interest	$ 13	$ 10

CONSOLIDATED STATEMENTS OF MEMB

CONSOLIDATED STATEMENTS OF MEMBER'S EQUITY (UNAUDITED) - USD ($) $ in Millions	Total	MEMBER'S EQUITY	ACCUMULATED OTHER COMPREHENSIVE LOSS
Balance at beginning of period at Dec. 31, 2022		$ 7,119	$ (344)
MEMBER'S EQUITY
Net loss	$ (1,883)	(1,883)
Distributions		(1,085)
Contributions		0
Other		41
Other comprehensive income (loss)	12		12
Balance at end of period at Jun. 30, 2023	3,860	4,192	(332)
Balance at beginning of period at Mar. 31, 2023		6,176	(333)
MEMBER'S EQUITY
Net loss	(1,924)	(1,924)
Distributions		(60)
Contributions		0
Other		0
Other comprehensive income (loss)	1		1
Balance at end of period at Jun. 30, 2023	3,860	4,192	(332)
Balance at beginning of period at Dec. 31, 2023	3,616	3,644	(28)
MEMBER'S EQUITY
Distributions	(1,800)
Contributions	210
Balance at end of period at Mar. 31, 2024		2,034	(30)
Balance at beginning of period at Dec. 31, 2023	3,616	3,644	(28)
MEMBER'S EQUITY
Net loss	(165)	(165)
Distributions		(1,756)
Contributions		210
Other		0
Other comprehensive income (loss)	(2)		(2)
Balance at end of period at Jun. 30, 2024	1,903	1,933	(30)
Balance at beginning of period at Mar. 31, 2024		2,034	(30)
MEMBER'S EQUITY
Net loss	(101)	(101)
Distributions		0
Contributions		0
Other		0
Other comprehensive income (loss)	0		0
Balance at end of period at Jun. 30, 2024	$ 1,903	$ 1,933	$ (30)

Background

Background	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Background	Background General We are a facilities-based technology and communications company that provides a broad array of integrated products and services to our domestic and global business customers. We operate one of the world’s most interconnected networks. Our platform empowers our customers to swiftly adjust digital programs to meet immediate demands, create efficiencies, accelerate market access and reduce costs, which allows our customers to rapidly evolve their IT programs to address dynamic changes. Our specific products and services are detailed in Note 3—Revenue Recognition. During 2022 and 2023, we divested components of our business, referenced herein as the Europe, Middle East and Africa ("EMEA") business, divested November 1, 2023 and the Latin American business, divested August 1, 2022. Refer to Note 2—Divestitures of the Latin American and EMEA Businesses in our Annual Report on Form 10-K for the year ended December 31, 2023 for more information on these divestitures. As we determined that neither of these divestitures represented a strategic shift for Level 3, they did not meet the criteria to be treated as discontinued operations and we continued to report our operating results for both of the divested businesses in our consolidated operating results through their respective disposal dates. Basis of Presentation Our consolidated balance sheet as of December 31, 2023, which was derived from our audited consolidated financial statements, and our unaudited interim consolidated financial statements provided herein have been prepared in accordance with the instructions for Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). However, in our opinion, the disclosures made therein are adequate to make the information presented not misleading. We believe these consolidated financial statements include all normal recurring adjustments necessary to fairly present the results for the interim periods. The consolidated results of operations and cash flows for the first six months of the year are not necessarily indicative of the consolidated results of operations and cash flows that might be expected for the entire year. These consolidated financial statements and the accompanying notes should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. The accompanying consolidated financial statements include our accounts and the accounts of our subsidiaries in which we have a controlling interest. Intercompany amounts and transactions with our consolidated subsidiaries have been eliminated. Transactions with our non-consolidated affiliates (Lumen Technologies and its other subsidiaries, referred to herein as affiliates) have not been eliminated. Operating lease assets are included in Other, net We reclassified certain prior period amounts to conform to the current period presentation, including our revenue by product and service categories. See Note 3—Revenue Recognition for additional information. These changes had no impact on total operating revenue, total operating expenses or net loss for any period. During 2023, we identified errors in our previously reported consolidated financial statements related to accounts receivable and accounts payable. The errors were the result of understated revenues from one of our legacy mainframe billing systems and understated network expenses for periods prior to 2021. Notwithstanding this evaluation, we revised certain line items on our December 31, 2022 consolidated balance sheet in prior periods for these errors, which resulted in a decrease to our member's equity by $23 million, reflected in our January 1, 2023 and June 30, 2023 member's equity in our consolidated statements of member's equity in this report. Refer to Note 1—Background and Summary of Significant Accounting Policies to the consolidated financial statements and accompanying notes in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2023 for more information. Segments Our operations are integrated into and reported as part of Lumen Technologies. Lumen's chief operating decision maker ("CODM") is our CODM. The CODM reviews our financial information on an aggregate basis only in connection with our quarterly and annual reports that we file with the SEC. Consequently, we do not provide our discrete financial information to the CODM on a regular basis. As such, we have one reportable segment. Change in Accounting Estimate During the first quarter of 2024, we updated our analysis of economic lives of owned fiber network assets. As of January 1, 2024, we extended the estimated economic life and depreciation period of such assets from 25 years to 30 years to better reflect the physical life of the assets that we have experienced and absence of technological changes that would replace fiber. The change in accounting estimate decreased depreciation expense by approximately $7 million, $5 million net of tax, and $14 million, $10 million net of tax, respectively, for the three and six months ended June 30, 2024. Summary of Significant Accounting Policies Refer to the significant accounting policies described in Note 1—Background and Summary of Significant Accounting Policies to the consolidated financial statements and accompanying notes in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2023. Recently Adopted Accounting Pronouncements Supplier Finance Programs On January 1, 2023, we adopted Accounting Standards Update (“ASU”) 2022-04, “Liabilities-Supplier Finance Program (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations ” (“ASU 2022-04”). These amendments require that a company that uses a supplier finance program in connection with the purchase of goods or services disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, program activity during the period, changes from period to period and the potential magnitude of program transactions. The adoption of ASU 2022-04 did not have a material impact on our consolidated financial statements. Credit Losses On January 1, 2023, we adopted ASU 2022-02, “ Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings (“TDR”) and Vintage Disclosures ” (“ASU 2022-02”). The ASU eliminates the TDR recognition and measurement guidance, enhances existing disclosure requirements, and introduces new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty. The adoption of ASU 2022-02 did not have a material impact on our consolidated financial statements. Adoption of Other ASU With No Impact On January 1, 2024, we adopted ASU 2023-01, “ Leases (Topic 842): Common Control Arrangements ”, and ASU 2022-03, “ Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ”. The adoption of these ASUs did not have an impact on our consolidated financial statements. Recently Issued Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09 “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures ” (“ASU 2023-09”). This ASU requires public business entities to annually (i) disclose specific categories in the rate reconciliation and (ii) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate).” ASU 2023-09 will become effective for us in fiscal year 2025 and early adoption is permitted. As of June 30, 2024, we had not early adopted this ASU and are currently evaluating its impact on our consolidated financial statements, including our annual disclosure within our Income Taxes note. In November 2023, the FASB issued ASU 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ” (“ASU 2023-07”). This ASU is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. This ASU will become effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. As of June 30, 2024, we had not early adopted this ASU and are currently evaluating its impact on our consolidated financial statements.

Goodwill, Customer Relationship

Goodwill, Customer Relationships and Other Intangible Assets	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill, Customer Relationships and Other Intangible Assets	Goodwill, Customer Relationships and Other Intangible Assets Customer relationships and other intangible assets consisted of the following: June 30, 2024 December 31, 2023 (Dollars in millions) Customer relationships, less accumulated amortization of $4,201 and $3,896 $ 3,501 3,810 Capitalized software, less accumulated amortization of $421 and $419 387 427 Total customer relationships and other intangible assets, net $ 3,888 4,237 As of June 30, 2024, the gross carrying amount of customer relationships and capitalized software was $8.5 billion. We recorded goodwill upon Lumen's 2017 acquisition of us, in which the purchase price exceeded the fair value of the net assets acquired. Prior to becoming fully impaired in the second quarter of 2023, we were required to assess our goodwill for impairment annually, or under certain circumstances, more frequently, such as when events or changes in circumstances indicate there may be impairment. We were required to write down the value of goodwill only when our assessment determines the carrying value of equity of our reporting unit exceeds its fair value. Our annual impairment assessment date for goodwill was October 31, at which date we assessed goodwill at our reporting unit. In reviewing the criteria for reporting units, we have determined that we are one reporting unit. Second Quarter 2023 Goodwill Impairment Analysis During the second quarter of 2023, the Company determined circumstances existed indicating it was more likely than not that the carrying value of our reporting unit exceeded its fair value. Given the continued erosion in Lumen's market capitalization, we determined our quantitative impairment analysis would estimate the fair value of our reporting unit using only the market approach. Applying this approach, we utilized company comparisons and analyst reports within the telecommunications industry which supported a range of fair values derived from annualized revenue and Earnings Before Interest, Tax, Depreciation and Amortization ("EBITDA") multiples between 1.5x and 4.3x and 4.6x and 10.5x, respectively. The revenue and EBITDA multiples were below these comparable market multiples. For the three months ended June 30, 2023, based on our assessment performed as described above, we concluded the estimated fair value was less than our carrying value of equity. As a result, our goodwill became fully impaired and we recorded a non-cash, non-tax-deductible goodwill impairment charge of $2.0 billion for the three months ended June 30, 2023. The market approach that we used in the quarter ended June 30, 2023 incorporated estimates and assumptions related to the forecasted results for the remainder of the year, including revenues, expenses, and the achievement of certain strategic initiatives. In developing the market multiples, we considered observed trends of our industry participants. Our assessment included many factors that required significant judgment. Alternative interpretations of these factors could have resulted in different conclusions regarding the size of our impairments. Total amortization expense for finite-lived intangible assets for the three months ended June 30, 2024 and 2023 totaled $195 million and $180 million, respectively, and for the six months ended June 30, 2024 and 2023 totaled $381 million and $356 million, respectively. We estimate that future total amortization expense for finite-lived intangible assets will be as follows: (Dollars in millions) 2024 (remaining six months) $ 334 2025 653 2026 641 2027 599 2028 557 2029 and thereafter 1,104

Revenue Recognition

Revenue Recognition	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue Recognition We categorize our products and services revenue among the following categories: • Grow , which includes existing and emerging products and services in which we are significantly investing, including our colocation, dark fiber, Edge Cloud services, IP, managed security, Unified Communications and Collaboration ("UC&C"), wavelengths services and software-defined wide area networks ("SD WAN"); • Nurture , which includes our more mature offerings, including ethernet and VPN data network services; • Harvest , which includes our legacy services managed for cash flow, including Time Division Multiplexing ("TDM") voice, and private line services; • Other , which includes primarily managed and professional service solutions and content delivery network ("CDN") revenue, prior to the sale of substantially all of our CDN contracts in late 2023; and • Affiliate Services, which include communications services provided to our affiliates that we also provide to our external customers. From time to time, we may change the categorization of our products and services. Disaggregated Revenue by Service Offering The following tables provide disaggregation of revenue from contracts with customers based on service offering for the three and six months ended June 30, 2024 and 2023. It also provides the amount of revenue that is not subject to ASC 606, but is instead governed by other accounting standards. The amounts in the tables below include the EMEA business revenue prior to it being sold on November 1, 2023. See Note 2—Divestitures of the Latin American and EMEA Businesses in our Annual Report on Form 10-K for the year ended December 31, 2023 for additional information on these divestitures. Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers (Dollars in millions) Grow $ 929 (152) 777 987 (152) 835 Nurture 384 (4) 380 428 (5) 423 Harvest 184 — 184 248 — 248 Other 42 — 42 48 — 48 Affiliate Services 61 (61) — 53 (53) — Total revenue $ 1,600 (217) 1,383 1,764 (210) 1,554 Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers (Dollars in millions) Grow $ 1,850 (277) 1,573 1,962 (314) 1,648 Nurture 769 (8) 761 866 (8) 858 Harvest 379 — 379 508 — 508 Other 72 — 72 102 — 102 Affiliate Services 120 (120) — 110 (110) — Total revenue $ 3,190 (405) 2,785 3,548 (432) 3,116 _____________________________________________________________________ (1) Includes lease revenue which is not within the scope of ASC 606. Operating Lease Revenue We lease various dark fiber (including conduit), office facilities, colocation facilities, switching facilities, other network sites and service equipment to third parties under operating leases. Lease and sublease revenue are included in Operating Revenue in our consolidated statements of operations. For the three months ended June 30, 2024 and 2023, our gross rental revenue was $172 million and $174 million, respectively, which represented approximately 11% and 10%, respectively, of our operating revenue. For the six months ended June 30, 2024 and 2023, our gross rental revenue was $318 million and $355 million, respectively, which represented approximately 10% of our operating revenue for both the six months ended June 30, 2024 and 2023. Customer Receivables and Contract Balances The following table provides balances of customer receivables, contract assets and contract liabilities as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (Dollars in millions) Customer receivables (1) $ 592 544 Contract assets 8 8 Contract liabilities 221 222 _____________________________________________________________________ (1) Reflects gross customer receivables of $603 million and $557 million, net of allowance for credit losses of $11 million and $13 million, at June 30, 2024 and December 31, 2023, respectively. Contract liabilities are consideration we have received from our customers or billed in advance of providing the goods or services promised in the future. We defer recognizing this consideration until we have satisfied the related performance obligation to the customer. Contract liabilities include recurring services billed one month in advance and installation and maintenance charges that are deferred and recognized over the actual or expected contract term, which typically ranges from one Performance Obligations As of June 30, 2024, we expect to recognize approximately $4.2 billion of revenue in the future related to performance obligations associated with existing customer contracts that are partially or wholly unsatisfied. As of June 30, 2024, the transaction price related to unsatisfied performance obligations that are expected to be recognized for the remainder of 2024, 2025 and thereafter was $1.1 billion, $1.6 billion and $1.5 billion, respectively. These amounts exclude (i) the value of unsatisfied performance obligations for contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed (for example, uncommitted usage or non-recurring charges associated with professional or technical services to be completed) and (ii) contracts that are classified as leasing arrangements that are not subject to ASC 606. Contract Costs The following tables provide changes in our contract acquisition costs and fulfillment costs: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Acquisition Costs Fulfillment Costs Acquisition Costs Fulfillment Costs (Dollars in millions) Beginning of period balance (1) $ 70 99 74 99 Costs incurred 12 35 10 21 Amortization (12) (18) (15) (18) End of period balance (3) $ 70 116 69 102 Six Months Ended Six Months Ended Acquisition Costs Fulfillment Costs Acquisition Costs Fulfillment Costs (Dollars in millions) Beginning of period balance (2) $ 70 97 76 106 Costs incurred 24 52 27 44 Amortization (24) (33) (30) (34) Change in contract costs held for sale — — (4) (14) End of period balance (3) $ 70 116 69 102 ______________________________________________________________________ (1) Beginning of period balance for the three months ended June 30, 2023 excludes $10 million of acquisition costs and $14 million of fulfillment costs classified as held for sale related to the EMEA business. (2) Beginning of period balance for the six months ended June 30, 2023 excludes $6 million of acquisition costs and no fulfillment costs classified as held for sale related to the EMEA business. (3) End of period balance for the three and six months ended June 30, 2023 excludes $10 million of acquisition costs and $14 million fulfillment costs classified as held for sale related to the EMEA business. Acquisition costs include commission fees paid to employees as a result of obtaining contracts. Fulfillment costs include third party and internal costs associated with the provision, installation and activation of services to customers, including labor and materials consumed for these activities. We amortize deferred acquisition and fulfillment costs based on the transfer of services on a straight-line basis over the average expected contract life of approximately 36 months for our business customers. We include amortized fulfillment costs in Cost of services and products and amortized acquisition costs in Selling, general and administrative in our consolidated statements of operations. We include the amount of these deferred costs that are anticipated to be amortized in the next twelve months in Other under Current Assets on our consolidated balance sheets. We include the amount of deferred costs expected to be amortized beyond the next twelve months in Other under Deferred Revenue and Other Liabilities on our consolidated balance sheets. We assess deferred acquisition and fulfillment costs for impairment on a quarterly basis.

Credit Losses on Financial Inst

Credit Losses on Financial Instruments	6 Months Ended
	Jun. 30, 2024
Credit Loss [Abstract]
Credit Losses on Financial Instruments	Credit Losses on Financial Instruments To assess our expected credit losses on financial instruments, we aggregate financial assets with similar risk characteristics to monitor their credit quality or deterioration over the life of such assets. We periodically monitor certain risk characteristics within our aggregated financial assets and revise their composition accordingly, to the extent internal and external risk factors change. We separately evaluate financial assets that do not share risk characteristics with other financial assets. Our financial assets measured at amortized cost primarily consist of accounts receivable. We use a loss rate method to estimate our allowance for credit losses. Our determination of the current expected credit loss rate begins with our review of historical loss experience as a percentage of accounts receivable. We measure our historical loss period based on the average days to recognize accounts receivable as credit losses. When asset specific characteristics and current conditions change from those in the historical period, due to changes in our credit and collections strategy, certain classes of aged balances, or credit loss and recovery policies, we perform a qualitative and quantitative assessment to adjust our historical loss rate. We use regression analysis to develop an expected loss rate using historical experience and economic data over a forecast period. We measure our forecast period based on the average days to collect payment on billed accounts receivable. To determine our current allowance for credit losses, we combine the historical and expected credit loss rates and apply them to our period end accounts receivable. If there is an unexpected deterioration of a customer's financial condition or an unexpected change in economic conditions, including macroeconomic events, we assess the need to adjust the allowance for credit losses. Any such resulting adjustments would affect earnings in the period that adjustments are made. The assessment of the correlation between historical observed default rates, current conditions and forecasted economic conditions requires judgment. Alternative interpretations of these factors could have resulted in different conclusions regarding our allowance for credit losses. The amount of credit loss is sensitive to changes in circumstances and forecasted economic conditions. Our historical credit loss experience, current conditions and forecast of economic conditions may also not be representative of the customers' actual default experience in the future and we may use methodologies that differ from those used by other companies. The following table presents the activity of our allowance for credit losses for our accounts receivable portfolio: (Dollars in millions) Beginning balance at December 31, 2023 $ 13 Provision for expected losses 3 Write-offs charged against the allowance (6) Recoveries collected 1 Ending balance at June 30, 2024 $ 11

Long-Term Debt and Credit Facil

Long-Term Debt and Credit Facilities	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Long-Term Debt and Credit Facilities	Long-Term Debt and Credit Facilities At June 30, 2024, all of our outstanding debt (excluding finance leases) had been incurred by Level 3 Financing. The following table reflects our consolidated long-term debt, including finance leases and other obligations, unamortized discounts and premiums, net and unamortized debt issuance costs, but excluding intercompany debt: Interest Rates (1) Maturities (1) June 30, 2024 December 31, 2023 (Dollars in millions) Level 3 Financing, Inc. Secured Senior Debt: (2) New Facilities: Term Loan B-1 (3) SOFR + 6.560% 2029 $ 1,199 — Term Loan B-2 (3) SOFR + 6.560% 2030 1,199 — Former Facility (4) SOFR + 1.75% 2027 12 2,411 First Lien Notes (5) 10.500% to 11.000% 2029 - 2030 3,846 925 Second Lien Notes 3.875% to 4.875% 2029 - 2031 2,229 — Former Senior Notes 3.400% - 3.875% 2027 - 2029 — 1,500 Unsecured Senior Notes: Senior notes (6) 3.400% - 4.625% 2027 - 2029 1,865 3,940 Finance leases and other obligations Various Various 246 259 Unamortized (discounts) premiums, net (249) 2 Unamortized debt issuance costs (152) (54) Total long-term debt 10,195 8,983 Less current maturities (34) (31) Long-term debt, excluding current maturities $ 10,161 8,952 ______________________________________________________________________ (1) As of June 30, 2024. All references to "SOFR" refer to the Secured Overnight Financing Rate. (2) As discussed further below in this Note, the debt listed under the caption “Senior Secured Debt” is either guaranteed by affiliates of the issuer, secured, or both. As discussed further in footnote 6, we reclassified in the "June 30, 2024" column of the table above certain notes that were secured prior to the Effective Date (as defined below) from “secured” to “unsecured” in light of amendments that released such prior security interests. (3) The Term Loan B-1 and B-2 each had an interest rate of 11.904% as of June 30, 2024. (4) Reflects Level 3 Tranche B 2027 Term Loan issued under a predecessor facility, which had an interest rate of 7.208% and 7.220% as of June 30, 2024 and December 31, 2023, respectively. (5) Includes Level 3 Financing's 10.500% Senior Secured Notes due 2030 issued in early 2023, the terms of which have been amended to be consistent with Level 3 Financing's first lien notes issued on March 22, 2024. (6) The total debt for these notes at June 30, 2024 includes the remaining aggregate principal amount due under Level 3 Financing's former senior secured notes, the terms of which were amended on March 22, 2024 to release all of the guarantees of such debt that could be released in accordance with their indentures and all of the security interests relating thereto. Long-Term Debt Maturities Set forth below is the aggregate principal amount of our long-term debt as of June 30, 2024 (excluding unamortized (discounts) premiums, net, unamortized debt issuance costs, and intercompany debt), maturing during the following years: (Dollars in millions) 2024 (remaining six months) $ 17 2025 37 2026 35 2027 507 2028 507 2029 and thereafter 9,493 Total long-term debt $ 10,596 Impact of Recent Debt Transactions On March 22, 2024 (the "Effective Date"), Lumen Technologies, Level 3 Financing, Qwest and a group of creditors holding a majority of our consolidated debt completed transactions contemplated under the amended and restated transaction support agreement ("TSA") that such parties entered into on January 22, 2024 (the "TSA Transactions"), including the termination, repayment or exchange of previous commitments and debt of Level 3 Financing and the issuance of new term loan facilities and notes by Level 3 Financing. For additional information about the TSA Transactions, see (i) the other information included in this report, (ii) our Current Report on Form 8-K dated March 22, 2024 and (iii) Note 5—Long-Term Debt and Credit Facilities to the financial statements included in Item 1 of Part I of our Quarterly Report on Form 10-Q for the three months ended March 31, 2024. Exchanges and Issuances The following table sets forth the aggregate principal amount of (i) former debt of Level 3 Financing exchanged for new Level 3 Financing debt and (ii) new debt issued by Level 3 in exchange for former Level 3 debt (except as otherwise noted), in each case during the first quarter of 2024 in connection with the TSA Transaction: Former notes or facility exchanged New notes or facility issued Aggregate principal amount exchanged/issued (in millions) (1) Term Loan B Term Loan B-1, B-2 $ 2,398 3.400% Senior Notes due 2027 10.500% First Lien Notes due 2029 668 3.875% Senior Notes due 2029 10.750% First Lien Notes due 2029 678 4.625% Senior Notes due 2027 4.875% Second Lien Notes due 2029 606 4.250% Senior Notes due 2028 4.500% Second Lien Notes due 2030 712 3.625% Senior Notes due 2029 3.875% Second Lien Notes due 2030 458 3.750% Senior Notes due 2029 4.000% Second Lien Notes due 2031 453 n/a 11.000% First Lien Notes due 2029 (2) 1,575 Total $ 7,548 ______________________________________________________________________ (1) See our long-term debt table above for information on the amount of former debt that remains outstanding as of June 30, 2024. (2) Issued for cash and the other consideration. In evaluating the terms of the TSA transaction, we determined for certain of our creditors that the new debt instruments were substantially different than pre-existing debt and therefore constituted an extinguishment of old debt and establishment of new debt for which we recorded a gain on extinguishment in the first quarter of 2024. This new debt was recorded at fair value generating a reduction to debt of $261 million which was included in our aggregate Net gain on early retirement of debt of $54 million, recognized in other income (expense), net in our consolidated statement of operations for the six months ended June 30, 2024. The remaining creditors’ debt was not substantially different under the terms of the TSA transaction and was treated under modification accounting rules. In conjunction with the TSA transaction, we paid $209 million in lender fees and $112 million in additional third-party costs. Of these amounts, $157 million lender fees were an offset to the gain on extinguishment and $61 million in third-party costs were recorded to Selling, general and administrative expense in our consolidated statement of operations for the six months ended June 30, 2024. In accordance with GAAP provisions for modification and extinguishment accounting, $52 million in lender fees and $51 million in third-party costs, respectively, were capitalized and will be amortized over the terms of the newly-issued indebtedness. Level 3 Financing Credit Agreement Amounts outstanding under Level 3 Financing's new Credit Agreement dated March 22, 2024 may be prepaid at any time, subject to a premium of (i) 2.00% of the aggregate principal amount if prepaid on or prior to the 12-month anniversary of the Effective Date and (ii) 1.00% of the aggregate principal amount if prepaid after the 12-month anniversary of the Effective Date and on or prior to the 24-month anniversary of the Effective Date. The facilities established under the new Credit Agreement require Level 3 Financing to make certain specified mandatory prepayments upon the occurrence of certain transactions. Level 3 Guarantees of Lumen Credit Agreements Lumen’s obligations under the Superpriority Revolving/Term A Credit Agreement dated as of March 22, 2024 (the “RCF/TLA Credit Agreement”) are unsecured, but Level 3 Parent, Level 3 Financings and certain of Level 3 Financing's subsidiaries (collectively, the "Level 3 Collateral Guarantors") have provided or, in certain cases after receiving necessary regulatory approvals, will provide an unconditional guarantee of payment of up to $150 million of Lumen’s obligations under both of the revolving credit facilities created under the RCF/TLA Credit Agreement. Certain of such guarantees will be secured by a lien on substantially all of the assets of the applicable Level 3 Collateral Guarantors. The guarantee by the Level 3 Collateral Guarantors may be reduced or terminated under certain circumstances. Senior Notes General Terms of Senior Notes The Company’s consolidated indebtedness at June 30, 2024 included (i) first and second lien secured notes issued by Level 3 Financing and (ii) senior unsecured notes issued by Level 3 Financing. All of these notes carry fixed interest rates and all principal is due on the notes’ respective maturity dates, which rates and maturity dates are summarized in the table above. Level 3 Financing generally can redeem the notes, at its option, in whole or in part, (i) pursuant to a fixed schedule of pre-established redemption prices, (ii) pursuant to a “make whole” redemption price or (iii) under certain other specified limited conditions. Certain Guarantees and Security Interests Level 3 Financing’s obligations under its first lien notes are secured by a first lien on substantially all of its assets (subject, in certain cases, to receipt of necessary regulatory approvals), and are guaranteed by the other Level 3 Collateral Guarantors (or, for certain such guarantors, will be guaranteed upon the receipt of required regulatory approvals) on the same basis as the guarantees provided by such entities under the Level 3 Financing's new credit facilities. Level 3 Financing’s obligations under its second lien notes are secured by a second lien on substantially all of its assets (subject, in certain cases, to receipt of necessary regulatory approvals), and are guaranteed by the other Level 3 Collateral Guarantors (or, for certain such guarantors, will be guaranteed upon the receipt of required regulatory approvals) on the same basis as the guarantees provided by such entities under Level 3 Financing's new credit facilities, except the lien securing such guarantees is a second lien. Pursuant to our purchase of network equipment under a supplier finance program implemented in 2021 with one of our key equipment vendors, we are obligated to make quarterly installment payments over a 5-year period and pay annual interest of 1.25% on unpaid balances. The first unsecured quarterly payment was due April 27, 2022, with remaining quarterly payments due through the end of the term on July 1, 2026. The supplier also agreed to certain milestone performance and other provisions that could result in us earning credits to be applied by us towards future equipment purchases. As of June 30, 2024 and December 31, 2023, we have received approximately $20 million and $15 million of credits and our outstanding obligations under the plan was $48 million and $55 million, respectively. As of June 30, 2024, $19 million was included in current maturities of long-term debt and $29 million was included in long-term debt. Covenants Level 3 Financing's new Credit Agreement and first and second lien secured notes contain various representations and extensive affirmative and negative covenants. Such covenants include, among other things and subject to certain significant exceptions, restrictions on their ability to declare or pay dividends, repay certain other indebtedness, create liens, incur additional indebtedness, make investments, dispose of assets and merge or consolidate with any other person. Also, under certain circumstances in connection with a “change of control” of Level 3 Parent or Level 3 Financing, Level 3 Financing will be required to make an offer to repurchase each series of its outstanding senior notes at a price of 101% of the principal amount redeemed, plus accrued and unpaid interest. Compliance As of June 30, 2024, we believe we were in compliance with the provisions and financial covenants contained in our debt agreements in all material respects.

Severance

Severance	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
Severance	Severance Periodically, we reduce our workforce and accrue liabilities for the related severance costs. These workforce reductions result primarily from the progression or completion of our post-acquisition integration plans, increased competitive pressures, cost reduction initiatives, process improvements through automation and reduced workloads due to reduced demand for certain services. During April 2024, we reduced our workforce by approximately 7% as a part of our efforts to change our workforce composition to reflect our ongoing transformation and cost reduction opportunities that align with our shapeshifting and focus on our strategic priorities. As a result of this plan, we incurred severance and related costs of approximately $37 million. We have not incurred, and do not expect to incur, material impairment or exit costs related to this workforce reduction. Changes in our accrued liabilities for severance expenses were as follows: Severance (Dollars in millions) December 31, 2023 $ 13 Accrued to expense 33 Payments, net (38) June 30, 2024 $ 8

Fair Value of Financial Instrum

Fair Value of Financial Instruments	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	Fair Value of Financial Instruments Our financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, notes receivable-affiliate and long-term debt (excluding finance leases and other obligations) and certain indemnification obligations. Due to their short-term nature, the carrying amounts of our cash and cash equivalents, restricted cash, accounts receivable, notes receivable-affiliate and accounts payable approximate their fair values. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy. We determined the fair values of our long-term debt, including the current portion, based primarily on inputs other than quoted market prices in active markets that are either directly or indirectly observable such as discounted future cash flows using current market interest rates. The three input levels in the hierarchy of fair value measurements are defined by the FASB are generally as follows: Input Level Description of Input Level 1 Observable inputs such as quoted market prices in active markets. Level 2 Inputs other than quoted prices in active markets that are either directly or indirectly observable. Level 3 Unobservable inputs in which little or no market data exists. The following table presents the carrying amounts and estimated fair values of our financial liabilities as of June 30, 2024 and December 31, 2023, as well as the input level used to determine the fair values indicated below: June 30, 2024 December 31, 2023 Input Level Carrying Amount Fair Value Carrying Amount Fair Value (Dollars in millions) Liabilities-Long-term debt, excluding finance leases 2 $ 9,949 8,134 8,724 6,418 Indemnifications related to the sale of the Latin American business (1) 3 91 86 86 86 _______________________________________________________________________________ (1) Nonrecurring fair value is measured as of August 1, 2022.

Affiliate Transactions

Affiliate Transactions	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
Affiliate Transactions	Affiliate Transactions We provide competitive local exchange carrier telecommunications services to our affiliates that we also provide to external customers. We believe these services are priced consistent with non-regulated rates charged to external customers. These services are billed directly to our affiliates and recognized as affiliate revenue on our consolidated statements of operations. Costs are incurred directly by our affiliates for the services they use whenever possible. When such costs are not directly incurred, they are allocated among all affiliates based upon the most reasonable method, first using cost causative measures, or, if no cost causative measure is available, using a general allocator. Unlike other affiliates of Lumen Technologies, we do not operate as a shared service company to our affiliates and therefore any allocated affiliate revenue we earn reduces the affiliate charges incurred by us and is presented on a net basis within Operating expenses – affiliates on our consolidated statements of operations. From time to time, we may adjust the basis for allocating the costs of a shared service among affiliates. Any such changes in allocation methodologies are generally applied prospectively. We also purchase services from our affiliates, including telecommunication services, insurance, flight services, and other support services such as legal, regulatory, finance, administration and executive support. Our affiliates charge us for those services using the allocation methodologies described above. On March 22, 2024, we entered into a $1.2 billion secured revolving credit facility with Lumen Technologies with an 11% interest rate per annum. The principal amount is payable upon demand by us and prepayable by Lumen Technologies at any time, but no later than May 31, 2030, which maturity date may be extended for two additional one-year periods. The facility has covenants and is subject to other limitations, including a collateral agreement. On March 22, 2024, we amended and restated our unsecured credit facility with Lumen Technologies pursuant to which Lumen Technologies may borrow up to $1.825 billion from us. As of June 30, 2024, the interest rate was 11.33% per annum and is subject to certain adjustments as set forth in the facility (SOFR + 6%). The principal amount is payable upon demand by us and prepayable by Lumen Technologies at any time, but no later than May 31, 2030, which maturity date may be extended for two additional one-year periods. The facility has covenants and is subject to other limitations. As of June 30, 2024, Lumen Technologies owed us approximately $2.7 billion, $1.2 billion of which was due under the above-mentioned secured revolving credit facility and approximately $1.5 billion of which was due under the above-mentioned unsecured revolving credit facility. As of December 31, 2023, Lumen Technologies owed us approximately $1.2 billion under the above-mentioned secured revolving credit facility. In the first quarter of 2024, we made a distribution of cash to Lumen Technologies in the amount of approximately $1.8 billion, thereby reducing equity by the same amount, which was partially offset by a contribution from Lumen Technologies of $210 million, thereby increasing equity by the same amount.

Commitments, Contingencies and

Commitments, Contingencies and Other Items	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments, Contingencies and Other Items	Commitments, Contingencies and Other Items We are subject to various claims, legal proceedings and other contingent liabilities, including the matters described below, which individually or in the aggregate could materially affect our financial condition, future results of operations or cash flows. We review our litigation accrual liabilities on a quarterly basis, but in accordance with applicable accounting guidelines only establish accrual liabilities when losses are deemed probable and reasonably estimable and only revise previously established accrual liabilities when warranted by changes in circumstances, in each case based on then-available information. As such, as of any given date we could have exposure to losses under proceedings as to which no liability has been accrued or as to which the accrued liability is inadequate. Subject to these limitations, at June 30, 2024, we had accrued $36 million in the aggregate for our litigation and non-income tax contingencies which is included in Other under Current Liabilities or Other under Deferred Revenue and Other Liabilities in our consolidated balance sheet as of such date. We cannot at this time estimate the reasonably possible loss or range of loss, if any, in excess of this $36 million accrual due to the inherent uncertainties and speculative nature of contested proceedings. The establishment of an accrual does not mean that actual funds have been set aside to satisfy a given contingency. Thus, the resolution of a particular contingency for the amount accrued could have no effect on our results of operations but nonetheless could have an adverse effect on our cash flows. Latin American Tax Litigation and Claims In connection with the 2022 divestiture of our Latin American business, the purchaser assumed responsibility for the Brazilian tax claims described in our prior periodic reports filed with the SEC. We agreed to indemnify the purchaser for amounts paid with respect to the Brazilian tax claims. The value of this indemnification and others associated with the Latin American business divestiture are included in the indemnification amount as disclosed in Note 7—Fair Value of Financial Instruments. Huawei Network Deployment Investigations Level 3 has received requests from the following federal agencies for information relating to the use of equipment manufactured by Huawei Technologies Company ("Huawei") in Lumen’s networks. • DOJ. Lumen has received a civil investigative demand from the U.S. Department of Justice in the course of a False Claims Act investigation alleging that Lumen Technologies, Inc. and Lumen Technologies Government Solutions, Inc. failed to comply with certain specified requirements in federal contracts concerning their use of Huawei equipment.  • FCC. The FCC’s Enforcement Bureau issued a Letter of Inquiry to Lumen Technologies, Inc. regarding its written certifications to the FCC that Lumen has complied with FCC rules governing the use of resources derived from the High Cost Program, Lifeline Program, Rural Health Care Program, E-Rate Program, Emergency Broadband Benefit Program, and the Affordable Connectivity Program. Under these programs, federal funds may not be used to facilitate the deployment or maintenance of equipment or services provided by Huawei, a company that the FCC has determined poses a national security threat to the integrity of U.S. communications networks or the communications supply chain. • Team Telecom. The Committee for the Assessment of Foreign Participation in the United States Telecommunications Service Sector (comprised of the U.S. Attorney General, and the Secretaries of the Department of Homeland Security, and the Department of Defense), commonly referred to as Team Telecom, issued questions and requests for information relating to Lumen’s FCC licenses and its use of Huawei equipment. Other Proceedings, Disputes and Contingencies From time to time, we are involved in other proceedings incidental to our business, including patent infringement allegations, regulatory hearings relating primarily to our rates or services, actions relating to employee claims, tax issues, or environmental law issues, grievance hearings before labor regulatory agencies and miscellaneous third-party tort actions. We are currently defending several patent infringement lawsuits asserted against us by non-practicing entities, many of which are seeking substantial recoveries. These cases have progressed to various stages and one or more may go to trial within the next twelve months if they are not otherwise resolved. Where applicable, we are seeking full or partial indemnification from our vendors and suppliers. We are subject to various foreign, federal, state and local environmental protection and health and safety laws. From time to time, we are subject to judicial and administrative proceedings brought by various governmental authorities under these laws. Several such proceedings are currently pending, but none is reasonably expected to exceed $300,000 in fines and penalties. In addition, in the past we acquired companies that operated certain manufacturing companies in the first part of the 1900s. Under applicable environmental laws, we could be named as a potentially responsible party for a share of the remediation of environmental conditions arising from the historical operations of our predecessors. The outcome of these other proceedings described under this heading is not predictable. However, based on current circumstances, we do not believe that the ultimate resolution of these other proceedings, after considering available defenses and any insurance coverage or indemnification rights, will have a material adverse effect on us. The matters listed in this Note do not reflect all of our contingencies. For additional information on our contingencies, see Note 16—Commitments, Contingencies and Other Items to the consolidated financial statements included in Item 8 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2023. The ultimate outcome of the above-described matters may differ materially from the outcomes anticipated, estimated, projected or implied by us in certain of our statements appearing above in this Note, and proceedings we currently consider immaterial may ultimately affect us materially.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Accumulated Other Comprehensive Loss	Accumulated Other Comprehensive Loss The table below summarizes changes in accumulated other comprehensive loss recorded on our consolidated balance sheets by component for the six months ended June 30, 2024: Pension Plans Foreign Currency Translation Adjustment and Other Total (Dollars in millions) Balance at December 31, 2023 $ (1) (27) (28) Other comprehensive loss, net of tax — (2) (2) Net other comprehensive loss — (2) (2) Balance at June 30, 2024 $ (1) (29) (30) The table below summarizes changes in accumulated other comprehensive loss recorded on our consolidated balance sheets by component for the six months ended June 30, 2023: Pension Plans Foreign Currency Translation Adjustment and Other Total (Dollars in millions) Balance at December 31, 2022 $ 21 (365) (344) Other comprehensive income, net of tax — 12 12 Net other comprehensive income — 12 12 Balance at June 30, 2023 $ 21 (353) (332)

Other Financial Information

Other Financial Information	6 Months Ended
	Jun. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Financial Information	Other Financial Information Other Current Assets The following table presents details of other current assets reflected on our consolidated balance sheets: June 30, 2024 December 31, 2023 (Dollars in millions) Prepaid expenses $ 105 123 Contract fulfillment costs 51 50 Contract acquisition costs 40 40 Contract assets 6 6 Other 23 25 Total other current assets $ 225 244

Background (Policies)

Background (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation Our consolidated balance sheet as of December 31, 2023, which was derived from our audited consolidated financial statements, and our unaudited interim consolidated financial statements provided herein have been prepared in accordance with the instructions for Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). However, in our opinion, the disclosures made therein are adequate to make the information presented not misleading. We believe these consolidated financial statements include all normal recurring adjustments necessary to fairly present the results for the interim periods. The consolidated results of operations and cash flows for the first six months of the year are not necessarily indicative of the consolidated results of operations and cash flows that might be expected for the entire year. These consolidated financial statements and the accompanying notes should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. The accompanying consolidated financial statements include our accounts and the accounts of our subsidiaries in which we have a controlling interest. Intercompany amounts and transactions with our consolidated subsidiaries have been eliminated. Transactions with our non-consolidated affiliates (Lumen Technologies and its other subsidiaries, referred to herein as affiliates) have not been eliminated.
Segments	Segments Our operations are integrated into and reported as part of Lumen Technologies. Lumen's chief operating decision maker ("CODM") is our CODM. The CODM reviews our financial information on an aggregate basis only in connection with our quarterly and annual reports that we file with the SEC. Consequently, we do not provide our discrete financial information to the CODM on a regular basis. As such, we have one reportable segment.
Recently Adopted and Issued Accounting Pronouncements	Recently Adopted Accounting Pronouncements Supplier Finance Programs On January 1, 2023, we adopted Accounting Standards Update (“ASU”) 2022-04, “Liabilities-Supplier Finance Program (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations ” (“ASU 2022-04”). These amendments require that a company that uses a supplier finance program in connection with the purchase of goods or services disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, program activity during the period, changes from period to period and the potential magnitude of program transactions. The adoption of ASU 2022-04 did not have a material impact on our consolidated financial statements. Credit Losses On January 1, 2023, we adopted ASU 2022-02, “ Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings (“TDR”) and Vintage Disclosures ” (“ASU 2022-02”). The ASU eliminates the TDR recognition and measurement guidance, enhances existing disclosure requirements, and introduces new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty. The adoption of ASU 2022-02 did not have a material impact on our consolidated financial statements. Adoption of Other ASU With No Impact On January 1, 2024, we adopted ASU 2023-01, “ Leases (Topic 842): Common Control Arrangements ”, and ASU 2022-03, “ Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ”. The adoption of these ASUs did not have an impact on our consolidated financial statements. Recently Issued Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09 “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures ” (“ASU 2023-09”). This ASU requires public business entities to annually (i) disclose specific categories in the rate reconciliation and (ii) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate).” ASU 2023-09 will become effective for us in fiscal year 2025 and early adoption is permitted. As of June 30, 2024, we had not early adopted this ASU and are currently evaluating its impact on our consolidated financial statements, including our annual disclosure within our Income Taxes note. In November 2023, the FASB issued ASU 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ” (“ASU 2023-07”). This ASU is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. This ASU will become effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. As of June 30, 2024, we had not early adopted this ASU and are currently evaluating its impact on our consolidated financial statements.
Operating Lease Revenue	Operating Lease Revenue We lease various dark fiber (including conduit), office facilities, colocation facilities, switching facilities, other network sites and service equipment to third parties under operating leases. Lease and sublease revenue are included in Operating Revenue in our consolidated statements of operations.

Goodwill, Customer Relationsh_2

Goodwill, Customer Relationships and Other Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of goodwill, customer relationships and other intangible assets	Customer relationships and other intangible assets consisted of the following: June 30, 2024 December 31, 2023 (Dollars in millions) Customer relationships, less accumulated amortization of $4,201 and $3,896 $ 3,501 3,810 Capitalized software, less accumulated amortization of $421 and $419 387 427 Total customer relationships and other intangible assets, net $ 3,888 4,237
Schedule of estimated amortization expense for intangible assets	We estimate that future total amortization expense for finite-lived intangible assets will be as follows: (Dollars in millions) 2024 (remaining six months) $ 334 2025 653 2026 641 2027 599 2028 557 2029 and thereafter 1,104

Revenue Recognition (Tables)

Revenue Recognition (Tables)	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Disaggregation of revenue	The following tables provide disaggregation of revenue from contracts with customers based on service offering for the three and six months ended June 30, 2024 and 2023. It also provides the amount of revenue that is not subject to ASC 606, but is instead governed by other accounting standards. The amounts in the tables below include the EMEA business revenue prior to it being sold on November 1, 2023. See Note 2—Divestitures of the Latin American and EMEA Businesses in our Annual Report on Form 10-K for the year ended December 31, 2023 for additional information on these divestitures. Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers (Dollars in millions) Grow $ 929 (152) 777 987 (152) 835 Nurture 384 (4) 380 428 (5) 423 Harvest 184 — 184 248 — 248 Other 42 — 42 48 — 48 Affiliate Services 61 (61) — 53 (53) — Total revenue $ 1,600 (217) 1,383 1,764 (210) 1,554 Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers Total Revenue Adjustments for Non-ASC 606 Revenue (1) Total Revenue from Contracts with Customers (Dollars in millions) Grow $ 1,850 (277) 1,573 1,962 (314) 1,648 Nurture 769 (8) 761 866 (8) 858 Harvest 379 — 379 508 — 508 Other 72 — 72 102 — 102 Affiliate Services 120 (120) — 110 (110) — Total revenue $ 3,190 (405) 2,785 3,548 (432) 3,116 _____________________________________________________________________ (1) Includes lease revenue which is not within the scope of ASC 606.
Contract with customer, asset and liability	The following table provides balances of customer receivables, contract assets and contract liabilities as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (Dollars in millions) Customer receivables (1) $ 592 544 Contract assets 8 8 Contract liabilities 221 222 _____________________________________________________________________ (1)
Capitalized contract cost	The following tables provide changes in our contract acquisition costs and fulfillment costs: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Acquisition Costs Fulfillment Costs Acquisition Costs Fulfillment Costs (Dollars in millions) Beginning of period balance (1) $ 70 99 74 99 Costs incurred 12 35 10 21 Amortization (12) (18) (15) (18) End of period balance (3) $ 70 116 69 102 Six Months Ended Six Months Ended Acquisition Costs Fulfillment Costs Acquisition Costs Fulfillment Costs (Dollars in millions) Beginning of period balance (2) $ 70 97 76 106 Costs incurred 24 52 27 44 Amortization (24) (33) (30) (34) Change in contract costs held for sale — — (4) (14) End of period balance (3) $ 70 116 69 102 ______________________________________________________________________ (1) Beginning of period balance for the three months ended June 30, 2023 excludes $10 million of acquisition costs and $14 million of fulfillment costs classified as held for sale related to the EMEA business. (2) Beginning of period balance for the six months ended June 30, 2023 excludes $6 million of acquisition costs and no fulfillment costs classified as held for sale related to the EMEA business. (3) End of period balance for the three and six months ended June 30, 2023 excludes $10 million of acquisition costs and $14 million fulfillment costs classified as held for sale related to the EMEA business.

Credit Losses on Financial In_2

Credit Losses on Financial Instruments (Tables)	6 Months Ended
	Jun. 30, 2024
Credit Loss [Abstract]
Activity in allowance for credit losses	The following table presents the activity of our allowance for credit losses for our accounts receivable portfolio: (Dollars in millions) Beginning balance at December 31, 2023 $ 13 Provision for expected losses 3 Write-offs charged against the allowance (6) Recoveries collected 1 Ending balance at June 30, 2024 $ 11

Long-Term Debt and Credit Fac_2

Long-Term Debt and Credit Facilities (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of long-term debt	The following table reflects our consolidated long-term debt, including finance leases and other obligations, unamortized discounts and premiums, net and unamortized debt issuance costs, but excluding intercompany debt: Interest Rates (1) Maturities (1) June 30, 2024 December 31, 2023 (Dollars in millions) Level 3 Financing, Inc. Secured Senior Debt: (2) New Facilities: Term Loan B-1 (3) SOFR + 6.560% 2029 $ 1,199 — Term Loan B-2 (3) SOFR + 6.560% 2030 1,199 — Former Facility (4) SOFR + 1.75% 2027 12 2,411 First Lien Notes (5) 10.500% to 11.000% 2029 - 2030 3,846 925 Second Lien Notes 3.875% to 4.875% 2029 - 2031 2,229 — Former Senior Notes 3.400% - 3.875% 2027 - 2029 — 1,500 Unsecured Senior Notes: Senior notes (6) 3.400% - 4.625% 2027 - 2029 1,865 3,940 Finance leases and other obligations Various Various 246 259 Unamortized (discounts) premiums, net (249) 2 Unamortized debt issuance costs (152) (54) Total long-term debt 10,195 8,983 Less current maturities (34) (31) Long-term debt, excluding current maturities $ 10,161 8,952 ______________________________________________________________________ (1) As of June 30, 2024. All references to "SOFR" refer to the Secured Overnight Financing Rate. (2) As discussed further below in this Note, the debt listed under the caption “Senior Secured Debt” is either guaranteed by affiliates of the issuer, secured, or both. As discussed further in footnote 6, we reclassified in the "June 30, 2024" column of the table above certain notes that were secured prior to the Effective Date (as defined below) from “secured” to “unsecured” in light of amendments that released such prior security interests. (3) The Term Loan B-1 and B-2 each had an interest rate of 11.904% as of June 30, 2024. (4) Reflects Level 3 Tranche B 2027 Term Loan issued under a predecessor facility, which had an interest rate of 7.208% and 7.220% as of June 30, 2024 and December 31, 2023, respectively. (5) Includes Level 3 Financing's 10.500% Senior Secured Notes due 2030 issued in early 2023, the terms of which have been amended to be consistent with Level 3 Financing's first lien notes issued on March 22, 2024. (6) The total debt for these notes at June 30, 2024 includes the remaining aggregate principal amount due under Level 3 Financing's former senior secured notes, the terms of which were amended on March 22, 2024 to release all of the guarantees of such debt that could be released in accordance with their indentures and all of the security interests relating thereto.
Schedule of aggregate future contractual maturities of long-term debt and capital leases (excluding discounts)	Set forth below is the aggregate principal amount of our long-term debt as of June 30, 2024 (excluding unamortized (discounts) premiums, net, unamortized debt issuance costs, and intercompany debt), maturing during the following years: (Dollars in millions) 2024 (remaining six months) $ 17 2025 37 2026 35 2027 507 2028 507 2029 and thereafter 9,493 Total long-term debt $ 10,596
Schedule of debt exchanges and issuances	The following table sets forth the aggregate principal amount of (i) former debt of Level 3 Financing exchanged for new Level 3 Financing debt and (ii) new debt issued by Level 3 in exchange for former Level 3 debt (except as otherwise noted), in each case during the first quarter of 2024 in connection with the TSA Transaction: Former notes or facility exchanged New notes or facility issued Aggregate principal amount exchanged/issued (in millions) (1) Term Loan B Term Loan B-1, B-2 $ 2,398 3.400% Senior Notes due 2027 10.500% First Lien Notes due 2029 668 3.875% Senior Notes due 2029 10.750% First Lien Notes due 2029 678 4.625% Senior Notes due 2027 4.875% Second Lien Notes due 2029 606 4.250% Senior Notes due 2028 4.500% Second Lien Notes due 2030 712 3.625% Senior Notes due 2029 3.875% Second Lien Notes due 2030 458 3.750% Senior Notes due 2029 4.000% Second Lien Notes due 2031 453 n/a 11.000% First Lien Notes due 2029 (2) 1,575 Total $ 7,548 ______________________________________________________________________ (1) See our long-term debt table above for information on the amount of former debt that remains outstanding as of June 30, 2024. (2) Issued for cash and the other consideration.

Severance (Tables)

Severance (Tables)	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
Change in accrued liabilities for severance expenses	Changes in our accrued liabilities for severance expenses were as follows: Severance (Dollars in millions) December 31, 2023 $ 13 Accrued to expense 33 Payments, net (38) June 30, 2024 $ 8

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of carrying amounts and estimated fair values of long-term debt, excluding capital lease obligations, and input levels to determine fair values	The following table presents the carrying amounts and estimated fair values of our financial liabilities as of June 30, 2024 and December 31, 2023, as well as the input level used to determine the fair values indicated below: June 30, 2024 December 31, 2023 Input Level Carrying Amount Fair Value Carrying Amount Fair Value (Dollars in millions) Liabilities-Long-term debt, excluding finance leases 2 $ 9,949 8,134 8,724 6,418 Indemnifications related to the sale of the Latin American business (1) 3 91 86 86 86 _______________________________________________________________________________ (1) Nonrecurring fair value is measured as of August 1, 2022.

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Loss (Tables)	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Schedule of accumulated other comprehensive loss	The table below summarizes changes in accumulated other comprehensive loss recorded on our consolidated balance sheets by component for the six months ended June 30, 2024: Pension Plans Foreign Currency Translation Adjustment and Other Total (Dollars in millions) Balance at December 31, 2023 $ (1) (27) (28) Other comprehensive loss, net of tax — (2) (2) Net other comprehensive loss — (2) (2) Balance at June 30, 2024 $ (1) (29) (30) The table below summarizes changes in accumulated other comprehensive loss recorded on our consolidated balance sheets by component for the six months ended June 30, 2023: Pension Plans Foreign Currency Translation Adjustment and Other Total (Dollars in millions) Balance at December 31, 2022 $ 21 (365) (344) Other comprehensive income, net of tax — 12 12 Net other comprehensive income — 12 12 Balance at June 30, 2023 $ 21 (353) (332)

Other Financial Information (Ta

Other Financial Information (Tables)	6 Months Ended
	Jun. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of components other current assets	The following table presents details of other current assets reflected on our consolidated balance sheets: June 30, 2024 December 31, 2023 (Dollars in millions) Prepaid expenses $ 105 123 Contract fulfillment costs 51 50 Contract acquisition costs 40 40 Contract assets 6 6 Other 23 25 Total other current assets $ 225 244

Background - Basis of Presentat

Background - Basis of Presentation (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Lessee, Lease, Description [Line Items]
Operating lease, right-of-use asset, Statement of Financial Position [Extensible Enumeration]	Other, net	Other, net
Current operating lease liabilities	$ 270	$ 288
Operating lease liabilities	773	845
Affiliates
Lessee, Lease, Description [Line Items]
Operating lease assets	254	311
Current operating lease liabilities	111	129
Operating lease liabilities	$ 152	$ 201

Background - Segments (Details)

Background - Segments (Details) - segment		6 Months Ended
	Oct. 31, 2023	Jun. 30, 2024
Accounting Policies [Abstract]
Number of reportable segments	1	1

Background - Change in Accounti

Background - Change in Accounting Estimates and Correction of Immaterial Errors (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Jan. 01, 2024	Dec. 31, 2023	Jun. 30, 2023	Jan. 01, 2023
Change in Accounting Estimate [Line Items]
Member's equity	$ 1,933	$ 1,933		$ 3,644
Change in Accounting Method Accounted for as Change in Estimate
Change in Accounting Estimate [Line Items]
Depreciation	(7)	(14)
Depreciation, net	$ (5)	$ (10)
Fiber Network Assets
Change in Accounting Estimate [Line Items]
Useful life			30 years	25 years
Correction of Error from Understatement of Revenues and Network Expenses Prior to 2021
Change in Accounting Estimate [Line Items]
Member's equity					$ (23)	$ (23)

Goodwill, Customer Relationsh_3

Goodwill, Customer Relationships and Other Intangible Assets - Schedule of Goodwill and Other Intangible Assets (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Customer relationships and other intangible assets, net	$ 3,888	$ 4,237
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Customer relationships and other intangible assets, net	3,501	3,810
Accumulated amortization	4,201	3,896
Capitalized software
Finite-Lived Intangible Assets [Line Items]
Customer relationships and other intangible assets, net	387	427
Accumulated amortization	$ 421	$ 419

Goodwill, Customer Relationsh_4

Goodwill, Customer Relationships and Other Intangible Assets - Additional Information (Details) $ in Millions		3 Months Ended		6 Months Ended
	Oct. 31, 2023 segment	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) segment	Jun. 30, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets, gross, including goodwill		$ 8,500		$ 8,500
Number of reportable segments | segment	1			1
Goodwill impairment		0	$ 1,970	$ 0	$ 1,970
Acquired finite-lived intangible asset amortization expense		$ 195	$ 180	$ 381	$ 356
Maximum | Revenue Multiple
Goodwill [Line Items]
Goodwill impairment, measurement input			4.3		4.3
Maximum | EBITDA Multiple
Goodwill [Line Items]
Goodwill impairment, measurement input			10.5		10.5
Minimum | Revenue Multiple
Goodwill [Line Items]
Goodwill impairment, measurement input			1.5		1.5

Goodwill, Customer Relationsh_5

Goodwill, Customer Relationships and Other Intangible Assets - Amortization Expense (Details) $ in Millions	Jun. 30, 2024 USD ($)
Estimated amortization expense of finite-lived acquisition-related intangible assets
2024 (remaining six months)	$ 334
2025	653
2026	641
2027	599
2028	557
2029 and thereafter	$ 1,104

Revenue Recognition - Disaggreg

Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of Revenue [Line Items]
Total revenues	$ 1,600	$ 1,764	$ 3,190	$ 3,548
Adjustments for non-ASC 606 revenue	(217)	(210)	(405)	(432)
Total revenue from contracts with customers	1,383	1,554	2,785	3,116
Grow
Disaggregation of Revenue [Line Items]
Total revenues	929	987	1,850	1,962
Adjustments for non-ASC 606 revenue	(152)	(152)	(277)	(314)
Total revenue from contracts with customers	777	835	1,573	1,648
Nurture
Disaggregation of Revenue [Line Items]
Total revenues	384	428	769	866
Adjustments for non-ASC 606 revenue	(4)	(5)	(8)	(8)
Total revenue from contracts with customers	380	423	761	858
Harvest
Disaggregation of Revenue [Line Items]
Total revenues	184	248	379	508
Adjustments for non-ASC 606 revenue	0	0	0	0
Total revenue from contracts with customers	184	248	379	508
Other
Disaggregation of Revenue [Line Items]
Total revenues	42	48	72	102
Adjustments for non-ASC 606 revenue	0	0	0	0
Total revenue from contracts with customers	42	48	72	102
Affiliate Services
Disaggregation of Revenue [Line Items]
Total revenues	61	53	120	110
Adjustments for non-ASC 606 revenue	(61)	(53)	(120)	(110)
Total revenue from contracts with customers	$ 0	$ 0	$ 0	$ 0

Revenue Recognition - Operating

Revenue Recognition - Operating Lease Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenue from Contract with Customer [Abstract]
Rental income	$ 172	$ 174	$ 318	$ 355
Percent of operating revenue	11%	10%	10%	10%

Revenue Recognition - Customer

Revenue Recognition - Customer Receivables and Contract Balances (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jan. 01, 2024	Dec. 31, 2023	Jan. 01, 2023
Revenue from Contract with Customer [Abstract]
Customer receivables	$ 592		$ 544
Contract assets	8		8
Contract liabilities	221	$ 222	222	$ 281
Accounts receivable, gross	603		557
Allowance for credit losses	$ 11		$ 13

Revenue Recognition - Additiona

Revenue Recognition - Additional Information - Customer Receivables and Contract Balances (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Jan. 01, 2024	Dec. 31, 2023	Jan. 01, 2023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue recognized	$ 13	$ 19	$ 82	$ 98
Contract liabilities	$ 221		$ 221		$ 222	$ 222	$ 281
Minimum
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract term			1 year
Maximum
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract term			5 years

Revenue Recognition - Additio_2

Revenue Recognition - Additional Information - Remaining Performance Obligation (Details) $ in Billions	Jun. 30, 2024 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 4.2
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 1.1
Expected timing of satisfaction, period	6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 1.6
Expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 1.5
Expected timing of satisfaction, period	1 year

Revenue Recognition - Contract

Revenue Recognition - Contract Cost (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Contract acquisition costs
Capitalized Contract Cost
Beginning of period balance	$ 70,000,000	$ 74,000,000	$ 70,000,000	$ 76,000,000
Costs incurred	12,000,000	10,000,000	24,000,000	27,000,000
Amortization	(12,000,000)	(15,000,000)	(24,000,000)	(30,000,000)
Change in contract costs held for sale			0	(4,000,000)
End of period balance	70,000,000	69,000,000	70,000,000	69,000,000
Contract acquisition costs | Disposal Group, Held-for-sale, Not Discontinued Operations | EMEA Business
Capitalized Contract Cost
Beginning of period balance				6,000,000
End of period balance		10,000,000		10,000,000
Contract fulfillment costs
Capitalized Contract Cost
Beginning of period balance	99,000,000	99,000,000	97,000,000	106,000,000
Costs incurred	35,000,000	21,000,000	52,000,000	44,000,000
Amortization	(18,000,000)	(18,000,000)	(33,000,000)	(34,000,000)
Change in contract costs held for sale			0	(14,000,000)
End of period balance	$ 116,000,000	102,000,000	$ 116,000,000	102,000,000
Contract fulfillment costs | Disposal Group, Held-for-sale, Not Discontinued Operations | EMEA Business
Capitalized Contract Cost
Beginning of period balance				0
End of period balance		$ 14,000,000		$ 14,000,000

Revenue Recognition - Additio_3

Revenue Recognition - Additional Information - Contract Costs (Details)	6 Months Ended
	Jun. 30, 2024
Business Customers | Weighted Average
Capitalized Contract Cost [Line Items]
Length of customer life	36 months

Credit Losses on Financial In_3

Credit Losses on Financial Instruments (Details) $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($)
Financing Receivable, Allowance for Credit Loss
Beginning balance at December 31, 2022	$ 13
Provision for expected losses	3
Write-offs charged against the allowance	(6)
Recoveries collected	1
Ending balance at June 30, 2024	$ 11

Long-Term Debt and Credit Fac_3

Long-Term Debt and Credit Facilities - Schedule of Long Term Debt (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Long-term debt
Finance leases and other obligations	$ 246	$ 259
Unamortized (discounts) premiums, net	(249)	2
Unamortized debt issuance costs	(152)	(54)
Total long-term debt	10,195	8,983
Less current maturities	(34)	(31)
Long-term debt, excluding current maturities	$ 10,161	8,952
Term loan | Term Loan B-1
Long-term debt
Basis spread on variable rate (as a percent)	6.56%
Long-term debt, gross	$ 1,199	0
Long-term debt, weighted average interest rate	11.904%
Term loan | Term Loan B-2
Long-term debt
Basis spread on variable rate (as a percent)	6.56%
Long-term debt, gross	$ 1,199	0
Long-term debt, weighted average interest rate	11.904%
Term loan | Former Facility
Long-term debt
Basis spread on variable rate (as a percent)	1.75%
Long-term debt, gross	$ 12	$ 2,411
Long-term debt, weighted average interest rate	7.208%	7.22%
Senior notes | First Lien Notes
Long-term debt
Long-term debt, gross	$ 3,846	$ 925
Senior notes | First Lien Notes | Minimum
Long-term debt
Stated interest rate	10.50%
Senior notes | First Lien Notes | Maximum
Long-term debt
Stated interest rate	11%
Senior notes | Second Lien Notes
Long-term debt
Long-term debt, gross	$ 2,229	0
Senior notes | Second Lien Notes | Minimum
Long-term debt
Stated interest rate	3.875%
Senior notes | Second Lien Notes | Maximum
Long-term debt
Stated interest rate	4.875%
Senior notes | Former Senior Notes
Long-term debt
Long-term debt, gross	$ 0	1,500
Senior notes | Former Senior Notes | Minimum
Long-term debt
Stated interest rate	3.40%
Senior notes | Former Senior Notes | Maximum
Long-term debt
Stated interest rate	3.875%
Senior notes | Senior Notes Maturing 2027-2029
Long-term debt
Long-term debt, gross	$ 1,865	$ 3,940
Senior notes | Senior Notes Maturing 2027-2029 | Minimum
Long-term debt
Stated interest rate	3.40%
Senior notes | Senior Notes Maturing 2027-2029 | Maximum
Long-term debt
Stated interest rate	4.625%
Senior notes | 10.500% Senior Secured Notes Due 2030
Long-term debt
Stated interest rate		10.50%

Long-Term Debt and Credit Fac_4

Long-Term Debt and Credit Facilities - Debt Maturities (Details) $ in Millions	Jun. 30, 2024 USD ($)
Debt Disclosure [Abstract]
2024 (remaining six months)	$ 17
2025	37
2026	35
2027	507
2028	507
2029 and thereafter	9,493
Total long-term debt	$ 10,596

Long-Term Debt and Credit Fac_5

Long-Term Debt and Credit Facilities - Exchanges and Issuances (Details) $ in Millions	Mar. 31, 2024 USD ($)
Long-term debt
Aggregate principal amount	$ 7,548
Term loan | Term Loan B-1 And B-2
Long-term debt
Aggregate principal amount	$ 2,398
Senior notes | 10.500% First Lien Notes Due 2029
Long-term debt
Stated interest rate	10.50%
Aggregate principal amount	$ 668
Senior notes | 10.750% First Lien Notes Due 2029
Long-term debt
Stated interest rate	10.75%
Aggregate principal amount	$ 678
Senior notes | 4.875% First Lien Notes Due 2029
Long-term debt
Stated interest rate	4.875%
Aggregate principal amount	$ 606
Senior notes | 4.500% Second Lien Notes Due 2029
Long-term debt
Stated interest rate	4.50%
Aggregate principal amount	$ 712
Senior notes | 3.875% Second Lien Notes Due 2030
Long-term debt
Stated interest rate	3.875%
Aggregate principal amount	$ 458
Senior notes | 4.000% Second Lien Notes Due 2031
Long-term debt
Stated interest rate	4%
Aggregate principal amount	$ 453
Senior notes | 11.000% First Lien Notes Due 2029
Long-term debt
Stated interest rate	11%
Aggregate principal amount	$ 1,575
Senior notes | 3.400% Senior Notes Due 2027
Long-term debt
Stated interest rate	3.40%
Senior notes | 3.875% Senior Notes Due 2029
Long-term debt
Stated interest rate	3.875%
Senior notes | 4.625% Senior Notes Due 2027
Long-term debt
Stated interest rate	4.625%
Senior notes | 4.250% Senior Notes Due 2028
Long-term debt
Stated interest rate	4.25%
Senior notes | 3.625% Senior Notes Due 2029
Long-term debt
Stated interest rate	3.625%
Senior notes | 3.750% Senior Notes Due 2029
Long-term debt
Stated interest rate	3.75%

Long-Term Debt and Credit Fac_6

Long-Term Debt and Credit Facilities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Mar. 22, 2024
Long-term debt
Reduction in debt resulting from extinguishment of debt			$ 261
Gain on extinguishment of debt	$ 0	$ 0	54	$ 0
Lender fees paid			209
Third party costs paid			112
Capitalized lender fees	52		52
Capitalized third party costs	51		$ 51
Redemption price, percentage			101%
Financial Guarantee
Long-term debt
Maximum guaranteed amount	$ 150		$ 150
Prepaid on or prior to the 12-month anniversary of the effective date
Long-term debt
Prepayment premium, rate					2%
Prepaid after the 12-month anniversary and on or prior to the 24-month anniversary of the effective date
Long-term debt
Prepayment premium, rate					1%
Gain (Loss) on Extinguishment of Debt
Long-term debt
Lender fees recognized as expense			157
Operating Expense
Long-term debt
Third party costs expensed			$ 61

Long-Term Debt and Credit Fac_7

Long-Term Debt and Credit Facilities - Supplier Finance Programs (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
Payment period	5 years
Annual interest rate	1.25%
Supplier finance program, credit	$ 20	$ 15
Supplier finance program	48	$ 55
Supplier finance program, current maturities	19
Supplier finance program, noncurrent	$ 29

Severance - Additional Informat

Severance - Additional Information (Details) - Severance - Workforce Reduction $ in Millions	1 Months Ended
	Apr. 30, 2024 USD ($)
Restructuring Cost and Reserve [Line Items]
Percentage of workforce eliminated	7%
Restructuring costs	$ 37

Severance - Change in Accrued L

Severance - Change in Accrued Liabilities for Severance Expenses (Details) - Severance $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($)
Restructuring Reserve [Roll Forward]
December 31, 2023	$ 13
Accrued to expense	33
Payments, net	(38)
June 30, 2024	$ 8

Fair Value of Financial Instr_3

Fair Value of Financial Instruments (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Level 2 | Carrying Amount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Liabilities-Long-term debt, excluding finance leases	$ 9,949	$ 8,724
Level 2 | Fair Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Liabilities-Long-term debt, excluding finance leases	8,134	6,418
Level 3 | Carrying Amount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Indemnifications related to the sale of the Latin American business	91	86
Level 3 | Fair Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Indemnifications related to the sale of the Latin American business	$ 86	$ 86

Affiliate Transactions (Details

Affiliate Transactions (Details) $ in Millions		3 Months Ended	6 Months Ended
	Mar. 22, 2024 USD ($) extension_period	Mar. 31, 2024 USD ($)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Related Party Transaction [Line Items]
Distributions		$ 1,800
Contributions		$ 210
Affiliates
Related Party Transaction [Line Items]
Notes receivable - affiliate			$ 2,668	$ 1,466
Affiliates | Lumen Technologies, Inc.
Related Party Transaction [Line Items]
Notes receivable - affiliate			$ 2,700
Affiliates | Lumen Technologies, Inc. | Unsecured Debt | Unsecured Credit Facility
Related Party Transaction [Line Items]
Principal amount	$ 1,825
Stated interest rate			11.33%
Maturity period, number of extensions | extension_period	2
Basis spread on variable rate (as a percent)			6%
Maturity period	1 year
Amount outstanding			$ 1,500	$ 1,500
Affiliates | Lumen Technologies, Inc. | Revolving Credit Facility
Related Party Transaction [Line Items]
Principal amount	$ 1,200
Affiliates | Lumen Technologies, Inc. | Revolving Credit Facility | Line of Credit
Related Party Transaction [Line Items]
Stated interest rate	11%
Maturity period, number of extensions | extension_period	2
Maturity period	1 year

Commitments, Contingencies an_2

Commitments, Contingencies and Other Items (Details)	6 Months Ended
	Jun. 30, 2024 USD ($) patent
Commitments and Contingencies Disclosure [Abstract]
Estimated litigation liability	$ 36,000,000
Number of patents allegedly infringed | patent	1
Unfavorable Regulatory Action
Loss Contingencies [Line Items]
Estimate of possible loss (not expected to exceed)	$ 300,000

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
AOCI Attributable to Parent, Net of Tax
Balance at beginning of period	$ 3,616
Other comprehensive income (loss), net of tax	(2)	$ 12
Net other comprehensive income (loss)	(2)	12
Balance at end of period	1,903	3,860
Pension Plans
AOCI Attributable to Parent, Net of Tax
Balance at beginning of period	(1)	21
Other comprehensive income (loss), net of tax	0	0
Net other comprehensive income (loss)	0	0
Balance at end of period	(1)	21
Foreign Currency Translation Adjustment and Other
AOCI Attributable to Parent, Net of Tax
Balance at beginning of period	(27)	(365)
Other comprehensive income (loss), net of tax	(2)	12
Net other comprehensive income (loss)	(2)	12
Balance at end of period	(29)	(353)
Total
AOCI Attributable to Parent, Net of Tax
Balance at beginning of period	(28)	(344)
Balance at end of period	$ (30)	$ (332)

Other Financial Information (De

Other Financial Information (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid expenses	$ 105	$ 123
Contract assets	6	6
Other	23	25
Total other current assets	225	244
Contract fulfillment costs
Prepaid Expense and Other Assets, Current [Abstract]
Contract costs	51	50
Contract acquisition costs
Prepaid Expense and Other Assets, Current [Abstract]
Contract costs	$ 40	$ 40