CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 23, 2006
Level 3 Communications, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 0-15658 47-0210602
(State or other (Commission File (IRS employer
jurisdiction of incorporation) Number) Identification No.)
1025 Eldorado Blvd., Broomfield, Colorado 80021
(Address of principal executive offices) (Zip code)
720-888-1000
(Registrant's telephone number including area code)
Not applicable
(Former name and former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On December 23, 2006, Level 3 Communications, Inc. ("Level 3" or the "Company")
and its wholly owned subsidiary, Level 3 Communications, LLC, signed a
definitive agreement to acquire the Content Delivery Network ("CDN") services
business of SAVVIS, Inc. ("SAVVIS"). Under the terms of the agreement, Level 3
will pay $135 million in cash consideration to acquire certain assets, including
network elements, customer contracts, and intellectual property used in SAVVIS's
CDN business. The purchase price is subject to certain customary post closing
working capital adjustments Consummation of the transaction is subject to
customary closing conditions, including receipt of applicable state and federal
regulatory approvals. Closing is expected to occur in the first quarter 2007.
Item 7.01. Regulation FD Disclosure.
On December 26, 2006, Level 3 issued a press release announcing that it has
signed a definitive agreement to acquire the Content Delivery Network services
business of SAVVIS. This press release is furnished as Exhibit 99.1 to this Form
8-K. The furnishing of this information shall not be deemed an admission as to
the materiality of the information included in this Form 8-K. This information
is not filed but is furnished to the Securities and Exchange Commission pursuant
to Item 7.01 of Form 8-K.
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Item 9.01. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
None
(b) Pro Forma Financial Information
None
(c) Shell Company Transactions
None
(d) Exhibits
99.1 Press Release dated December 26, 2006, relating to the execution of a
definitive agreement to acquire the Content Delivery Network services
business of SAVVIS.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Level 3 Communications, Inc.
By: /s/ Neil J. Eckstein
Neil J. Eckstein, Senior Vice President
Date: December 27, 2006
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