Exhibit 99.2
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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
Chris Hardman Sandra Curlander
720-888-2292 720-888-2501
Level 3 Announces Pricing of Private
Offering of 12.25% Senior Notes due 2013
BROOMFIELD, Colo., April 3, 2006 -- Level 3 Communications, Inc. (Nasdaq:LVLT)
today announced that its subsidiary, Level 3 Financing, Inc., has agreed to sell
$300 million aggregate principal amount of 12.25% Senior Notes due 2013 in a
private offering to "qualified institutional buyers" as defined in Rule 144A
under the Securities Act of 1933 and outside the United States under Regulation
S under the Securities Act of 1933. The senior notes were priced at 102% of the
principal amount plus accrued interest from March 14, 2006. The senior notes
offered represent an additional offering of the 12.25% Senior Notes due 2013
that were issued on March 14, 2006. The notes offered in this offering are being
offered as additional notes under the same indenture as the 12.25% Senior Notes
issued on March 14, 2006, and will be treated under that indenture as a single
series of notes with the outstanding 12.25% Senior Notes.
The senior notes will not be registered under the Securities Act of 1933 or any
state securities laws and, unless so registered, may not be offered or sold
except pursuant to an applicable exemption from the registration requirements of
the Securities Act of 1933 and applicable state securities laws.
The debt represented by the senior notes will constitute purchase money
indebtedness under the indentures of Level 3 and the net proceeds from the
offering will be used to finance the cash purchase price of Level 3's
acquisition of Progress Telecom, which was consummated on March 20, 2006. The
net proceeds remaining after funding that acquisition will be used solely to
fund the cost of construction, installation, acquisition, lease, development or
improvement of any other assets to be used in Level 3's communications business.
The offering is expected to be completed on April 6, 2006, subject to customary
closing conditions.
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 through its customers, is the primary provider of Internet
connectivity for millions of broadband subscribers. The company offers a wide
range of communications services over its 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, and fiber-optic and satellite video delivery solutions through its
subsidiary, Vyvx. For additional information, visit their respective Web sites
at www.softwarespectrum.com and www.vyvx.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: increasing the volume of traffic on Level 3's
network; developing new products and services that meet customer demands and
generate acceptable margins; successfully completing commercial testing of new
technology and information systems to support new products and services,
including voice transmission services; stabilizing or reducing the rate of price
compression on certain of our communications services; integrating strategic
acquisitions; attracting and retaining qualified management and other personnel;
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; and reducing downward
pressure of Software Spectrum's margins as a result of the use of volume
licensing and maintenance agreements. 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.
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