Level 3 Announces Pricing of Private Offering of Senior Notes

Level 3 Communications, Inc. has agreed to sell $600 million aggregate principal amount of its 5.75% Senior Notes due 2022 in a private offering to “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended, and non-U.S. persons outside the United States under Regulation S under the Securities Act of 1933, as amended.

The new 5.75% Senior Notes were priced to investors at 100 percent of their principal amount and will mature onDecember 1, 2022. The 5.75% Senior Notes will not be guaranteed by any of the company’s subsidiaries.

The net proceeds from the offering of the notes, together with cash on hand, will be used to redeem all of the company’s outstanding approximately $605.2 million aggregate principal amount of 11.875% Senior Notes due 2019.

The offering is expected to be completed on December 1, 2014, subject to the satisfaction or waiver of customary closing conditions.

The 5.75% 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.