Lumen Technologies, Inc. 8-K

What Happened

• On January 5, 2026, Lumen Technologies disclosed that its indirect wholly owned subsidiary, Level 3 Financing, Inc., planned a private offering of additional 8.500% Senior Notes due 2036. The offering was initially announced as $600 million but was later priced at $650 million. These Additional Notes will form a single series with the $1.25 billion of 8.500% Senior Notes due 2036 originally issued on December 23, 2025 (aggregate $1.9 billion if combined).
• The press releases announcing the offering and the pricing were filed as exhibits to the Form 8-K. The Additional Notes are being offered in a transaction that is not registered under the Securities Act.

Key Details

• Issuer: Level 3 Financing, Inc. (indirect wholly owned subsidiary of Lumen).
• Notes: Additional 8.500% Senior Notes due 2036; priced amount $650 million (announced Jan 5, 2026).
• Relationship to prior issuance: Additional Notes will be treated as the same series as the $1.25 billion Initial Notes issued Dec 23, 2025.
• Use of proceeds: Intended to fund purchases (via previously launched tender offers) of certain Existing Second Lien Notes (4.000% due 2031; 3.875% due 2030; 4.500% due 2030; 4.875% due 2029), pay related accrued interest/fees/expenses, and otherwise for offering fees and general corporate purposes.

Why It Matters

• This filing documents Lumen’s use of debt financing to address outstanding second‑lien notes and to fund corporate needs. The transaction increases the aggregate principal amount of the 8.500% senior notes due 2036 to $1.9 billion (Initial + Additional) and is a material financing event investors should note.
• The offering is private (not registered under the Securities Act) and includes forward‑looking statements; Lumen cautions actual outcomes may differ and that the Form 8‑K is not an offer or solicitation. Investors may want to monitor related tender offer results and Lumen’s disclosures for any changes to leverage, interest obligations, or liquidity use.