Exhibit 99.1
[Logo]
1025 Eldorado Boulevard
Broomfield, Colorado 80021
www.Level3.com
NEWS RELEASE
Level 3 contacts:
Media: Josh Howell Investors: Robin Grey
720-888-2517 720-888-2518
Jennifer Daumler Sandra Curlander
720-888-3356 720-888-2501
Level 3 Announces Early Participation Results of
Private Debt Exchange Offer
BROOMFIELD, Colo., December 23, 2005 -- Level 3 Communications, Inc. (NASDAQ:
LVLT) announced today the early participation results of its previously
announced private exchange offers.
As of 5:00 p.m., New York City time, on Thursday, December 22, 2005,
approximately $690 million in total principal amount of old notes had been
validly tendered, representing approximately 54% of the aggregate principal
amount outstanding of all Level 3's notes with a 2008 maturity and approximately
56% of the aggregate principal amount of the outstanding old notes. These offers
are scheduled to expire at 11:59 p.m., New York City time, on January 10, 2006.
Old notes tendered after 5:00 p.m. New York City time, on December 22, 2005,
will not receive the early participation payment. Old notes tendered pursuant to
the offers may no longer be withdrawn, unless certain specified events occur.
The settlement date for each exchange offer is expected to be on or about
January 13, 2006.
The exchange offers are being made only to qualified institutional buyers and
institutional accredited investors inside the United States and to certain
non-U.S. investors located outside the United States.
The new notes have not been registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements. Level 3 will enter
into a registration rights agreement pursuant to which it will agree to file an
exchange offer registration statement with the Securities and Exchange
Commission with respect to the new notes.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offering, solicitation or sale would be
unlawful.
About Level 3 Communications
Level 3 (Nasdaq:LVLT) is an international communications and information
services company. The company operates one of the largest Internet backbones in
the world, is one of the largest providers of wholesale dial-up service to ISPs
in North America and is the primary provider of Internet connectivity for
millions of broadband subscribers, through its cable and DSL partners. The
company offers a wide range of communications services over its 23,000-mile
broadband fiber optic network including Internet Protocol (IP) services,
broadband transport and infrastructure services, colocation services, and
patented softswitch managed modem and voice services. Its Web address is
www.Level3.com.
The company offers information services through its subsidiary, Software
Spectrum. For additional information, visit its Web site at
www.softwarespectrum.com.
The Level 3 logo is a registered service mark of Level 3 Communications, Inc. in
the United States and/or other countries. Level 3 services are provided by a
wholly owned subsidiary of Level 3 Communications, Inc.
Forward-Looking Statement
Some of the statements made by Level 3 in this press release are forward-looking
in nature. Actual results may differ materially from those projected in
forward-looking statements. Level 3 believes that its primary risk factors
include, but are not limited to: developing new products and services that meet
customer demands and generate acceptable margins; increasing the volume of
traffic on Level 3's network; overcoming the softness in the economy given its
disproportionate effect on the telecommunications industry; integrating
strategic acquisitions; attracting and retaining qualified management and other
personnel; successfully completing commercial testing of new technology and
information systems to support new products and services, including voice
transmission services; ability to meet all of the terms and conditions of our
debt obligations; overcoming Software Spectrum's reliance on financial
incentives, volume discounts and marketing funds from software publishers;
reducing downward pressure of Software Spectrum's margins as a result of the use
of volume licensing and maintenance agreements; and reducing rate of price
compression on certain of the Company's existing transport and IP services.
Additional information concerning these and other important factors can be found
within Level 3's filings with the Securities and Exchange Commission. Statements
in this release should be evaluated in light of these important factors.