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Indicate by check mark whether any registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule of the Securities Exchange Act of 1934 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

On September 3, 2024, Lumen Technologies, Inc. (the “Company” or “Lumen”) announced, among other things, that the Company had commenced a series of exchange offers (the “Exchange Offers”) for certain of its outstanding unsecured notes (the “Subject Notes”).

On September 24, 2024, Lumen filed with the U.S. Securities and Exchange Commission (the “SEC”) a Current Report on Form describing the early settlement of the Exchange Offers, under which Lumen issued approximately $438.3 million aggregate principal amount (the “Initial Notes”) of 10.000% secured notes due 2032 (the “10.000% Lumen Notes”) and paid approximately $13.7 million cash (excluding accrued and unpaid interest payable with respect to the exchanged Subject Notes) in exchange for approximately $490.8 million aggregate principal amount of the Subject Notes.

The Exchange Offers expired at 5:00 p.m., New York City Time, on October 1, 2024 (the “Expiration Time”). This Current Report on Form provides information on the final results of the Exchange Offers.

On October 4, 2024, in connection with completing the final settlement of the Exchange Offers, Lumen issued $464,325 aggregate principal amount of additional 10.000% Lumen Notes (the “Additional Notes”) in exchange for $549,000 aggregate principal amount of the Subject Notes validly tendered after the early tender time but before the Expiration Time.

The Additional Notes constitute “Additional Notes” under the Indenture dated September 24, 2024, by and between Lumen, as issuer, certain guarantors party thereto, Regions Bank, as trustee, and Bank of America, N.A., as collateral agent (the “Indenture”), which governs the terms of the 10.000% Lumen Notes. The Additional Notes form a single class with, and are otherwise identical to, the Initial Notes, other than with respect to their issuance date.

For additional information on the Exchange Offers, the 10.000% Lumen Notes and the Indenture, see the exhibits to this Current Report on

In reviewing the documents included or incorporated by reference as exhibits to this Current Report on Form please note that they are included to provide you with additional information regarding the terms of the issuance of Additional Notes at final settlement of the Exchange Offers and are not intended to provide any other financial, factual or other information about Lumen or the other parties thereto. Additional information about Lumen may be found elsewhere in its public filings.

 

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(d) Exhibits:

 

 

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Pursuant to the requirements of the Securities Exchange Act of 1934, Lumen Technologies, Inc., Level 3 Parent, LLC, and Qwest Corporation have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

 

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