By Devika Patel
Knoxville, Tenn., Nov. 18 - Level 3 Communications, Inc. filed an 8-K Tuesday with the Securities and Exchange Commission relating to a $400 million direct placement of 15% convertible senior notes due 2013. The company said in the filing that another investor plans to partake in the deal, which priced Monday, and the other investors agreed to reallocate their investments.
Fairfax Financial Holdings will now buy $100.06 million of the notes; Southeastern Asset Management will subscribe for $100.06 million of the notes as well; Chou Associates Management Inc. has agreed to invest $50 million; Markel Corp. and Gary and Mary West have both agreed to buy $25 million of the notes; Steelhead Partners will buy $20 million; Walter Scott, Jr. and related accounts will invest $36.98 million; and Robert E. Julian and related accounts will buy $2.9 million of the notes. Davis Selected Advisers, the new investor, will invest $40 million.
The notes will mature Jan. 15, 2013. They will be convertible into common shares at $1.80 per share, which is equivalent to a conversion rate of 555.5556 common shares per $1,000 principal amount of notes.
If, at any time prior to the close of business on Jan. 15, 2013, the company's common stock closes higher than 222.2% of the conversion price then in effect for at least 20 trading days within any 30 consecutive trading day period, the notes will automatically convert into shares, along with interest to, but excluding the conversion date.
Holders may exercise a put option on all or any part of their notes after such an event, at par plus interest to, but excluding, the put date.
Proceeds will be used to repurchase Level 3's 2.875% convertible senior notes due 2010, its 6% convertible subordinated notes due 2010 and its 6% convertible subordinated notes due 2009.
Level 3 is a Broomfield, Colo.-based provider of internet protocol services, broadband transport and infrastructure services, collocation services and voice-over-internet-protocol services.
| Issuer: | Level 3 Communications, Inc.
|
| Issue: | Convertible senior notes
|
| Amount: | $400 million
|
| Maturity: | Jan. 15, 2013
|
| Coupon: | 15%
|
| Price: | Par
|
| Yield: | 15%
|
| Conversion price: | $1.80
|
| Conversion rate: | 55.5556 common shares per $1,000 in notes
|
| Warrants: | No
|
| Investor: | Fairfax Financial Holdings ($100.06 million); Southeastern Asset Management ($100.06 million); Chou Associates Management Inc. ($50 million); Steelhead Partners ($20 million); Markel Corp. ($25 million); Gary and Mary West ($25 million); Walter Scott, Jr. and related accounts ($36.98 million); Robert E. Julian and related accounts ($2.9 million); Davis Selected Advisers ($40 million)
|
| Pricing date: | Nov. 17
|
| Revised: | Nov. 18
|
| Stock symbol: | Nasdaq: LVLT
|
| Stock price: | $0.87 at close Nov. 14
|
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