Form 8-K CENTURYLINK, INC For: Oct 08
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):
October 8, 2015
CenturyLink, Inc.
(Exact name of registrant as specified in its charter)
Louisiana | 001-07784 | 72-0651161 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
100 CenturyLink Drive Monroe, Louisiana |
71203 | |
(Address of principal executive offices) | (Zip Code) |
(318) 388-9000
(Telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of any registrant under any of the following provisions:
¨ | 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 October 8, 2015, CenturyLink, Inc. issued a press release announcing a one-week extension of its previously announced offer to exchange up to $500,000,000 aggregate principal amount of its 5.625% Senior Notes, Series X, due 2025, which have been registered under the Securities Act of 1933, as amended, for an equal principal amount of its outstanding unregistered 5.625% Senior Notes, Series X, due 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits |
The exhibit to this current report on Form 8-K is listed in the Exhibit Index, which appears at the end of this report and is incorporated by reference herein.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, CenturyLink, Inc. has duly caused this current report to be signed on its behalf by the undersigned officer hereunto duly authorized.
CenturyLink, Inc. | ||
By: | /s/ Stacey W. Goff | |
Stacey W. Goff | ||
Executive Vice President, Chief Administrative Officer, | ||
General Counsel and Secretary |
Dated: October 8, 2015
Exhibit Index
Exhibit |
Description | |
99.1 | Press release dated October 8, 2015 announcing the extension of CenturyLink, Inc.s exchange offer. |
Exhibit 99.1
FOR IMMEDIATE RELEASE: |
FOR MORE INFORMATION CONTACT: | |
October 8, 2015 | Tony Davis, 318.388.9525 |
CenturyLink Announces Extension of Exchange Offer
MONROE, La CenturyLink, Inc. (NYSE: CTL) announced today that it has extended its offer (the Exchange Offer) to exchange up to $500,000,000 aggregate principal amount of its 5.625% Senior Notes, Series X, due 2025, which have been registered under the Securities Act of 1933, as amended, for an equal principal amount of its outstanding unregistered 5.625% Senior Notes, Series X, due 2025 (the Unregistered Notes).
The Exchange Offer, previously scheduled to expire at 5:00 p.m., New York City time, on October 8, 2015, will now expire at 5:00 p.m., New York City time, on October 15, 2015, unless further extended by CenturyLink.
Except for the extension, all other terms and conditions of the Exchange Offer remain unchanged. The complete terms and conditions of the Exchange Offer are set forth in the Prospectus dated September 10, 2015 (the Prospectus), filed with the U.S. Securities and Exchange Commission, and the related Letter of Transmittal. Questions relating to the procedure for tendering, as well as requests for additional copies of the Prospectus and the related Letter of Transmittal, may be directed to the Exchange Agent, Regions Bank, Corporate Trust, II City Plaza, 400 Convention Street, 9th Floor, Baton Rouge, LA 70802, Attention: Kesha J. Moore, telephone number (225) 388-2683.
As of 5:00 p.m., New York City time, on October 8, 2015, all but $25,000 aggregate principal amount of the Unregistered Notes had been validly tendered for exchange and not withdrawn.
This press release is neither an offer to sell any securities nor a solicitation of an offer to buy any securities. CenturyLink is making the Exchange Offer only by, and pursuant to the terms of, the Prospectus and the related Letter of Transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.
About CenturyLink
CenturyLink is the third largest telecommunications company in the United States and is recognized as a leader in the network services market by technology industry analyst firms. The company is a global leader in cloud infrastructure and hosted IT solutions for enterprise customers. CenturyLink provides data, voice and managed services in local, national and select international markets through its high-quality advanced fiber optic network and multiple data
centers for businesses and consumers. The company also offers advanced entertainment services under the CenturyLink® Prism TV and DIRECTV brands. Headquartered in Monroe, La., CenturyLink is an S&P 500 company and is included among the Fortune 500 list of Americas largest corporations.
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