Long-Term Debt and Credit Facilities

3 Months Ended

Mar. 31, 2021

The following chart reflects the consolidated long-term debt of Lumen Technologies and its subsidiaries, including unamortized discounts and premiums, net and unamortized debt issuance costs, but excluding intercompany debt:


	Interest Rates(1)	Maturities(1)	March 31, 2021		December 31, 2020
			(Dollars in millions)
Senior Secured Debt: (2)
Lumen Technologies, Inc.
Revolving Credit Facility	LIBOR + 2.00%	2025	$	—	150
Term Loan A (3)	LIBOR + 2.00%	2025	1,094		1,108
Term Loan A-1 (3)	LIBOR + 2.00%	2025	312		316
Term Loan B (4)	LIBOR + 2.25%	2027	4,938		4,950
Senior notes	4.000%	2027	1,250		1,250
Subsidiaries:
Level 3 Financing, Inc.
Tranche B 2027 Term Loan (5)	LIBOR + 1.75%	2027	3,111		3,111
Senior notes	3.400% - 3.875%	2027 - 2029	1,500		1,500
Embarq Corporation subsidiaries
First mortgage bonds	7.125% - 8.375%	2023 - 2025	138		138
Senior Notes and Other Debt:
Lumen Technologies, Inc.
Senior notes	4.500% - 7.650%	2021 - 2042	8,645		8,645
Subsidiaries:
Level 3 Financing, Inc.
Senior notes	3.625% - 5.375%	2025 - 2029	5,515		5,515
Qwest Corporation
Senior notes	6.500% - 7.750%	2021 - 2057	2,935		3,170
Term Loan (6)	LIBOR + 2.00%	2027	215		215
Qwest Capital Funding, Inc.
Senior notes	6.875% - 7.750%	2021 - 2031	352		352
Embarq Corporation and subsidiary
Senior note	7.995%	2036	1,437		1,437
Finance lease and other obligations	Various	Various	327		295
Unamortized discounts, net			(96)		(78)
Unamortized debt issuance costs			(233)		(237)
Total long-term debt			31,440		31,837
Less current maturities			(3,841)		(2,427)
Long-term debt, excluding current maturities			$	27,599	29,410

______________________________________________________________________

(1)As of March 31, 2021.

(2)See Note 6—Long-Term Debt and Credit Facilities in our Annual Report on Form 10-K for the year ended December 31, 2020 for a description of certain parent or subsidiary guarantees and liens securing this debt.

(3)Term Loans A and A-1 had interest rates of 2.109% and 2.147% as of March 31, 2021 and December 31, 2020, respectively.

(4)Term Loan B had interest rates of 2.359% and 2.397% as of March 31, 2021 and December 31, 2020, respectively.

(5)The Tranche B 2027 Term Loan had interest rates of 1.859% and 1.897% as of March 31, 2021 and December 31, 2020, respectively.

(6)Qwest Corporation Term Loan had interest rates of 2.110% and 2.150% as of March 31, 2021 and December 31, 2020, respectively.

Long-Term Debt Maturities

Set forth below is the aggregate principal amount of our long-term debt as of March 31, 2021 (excluding unamortized discounts, net, and unamortized debt issuance costs), maturing during the following years:


	(Dollars in millions)
2021 (remaining nine months)	$	2,410
2022	1,541
2023	966
2024	1,143
2025	2,907
2026 and thereafter	22,802
Total long-term debt	$	31,769

Repayments

During the three months ended March 31, 2021, Lumen Technologies and its affiliates repaid or redeemed approximately $1.3 billion of their respective debt obligations, which primarily included $150 million of payments on our revolving credit facility, $900 million redemption of Level 3 Financing, Inc. senior notes and $235 million redemption of Qwest Corporation senior notes. These redemptions resulted in a net gain of $8 million.

New Issuances

On January 13, 2021, Level 3 Financing, Inc. issued $900 million aggregate principal amount of 3.750% Sustainability-Linked Senior Notes due 2029 (the "Sustainability-Linked Notes"). The net proceeds were used, together with cash on hand, to redeem certain of its outstanding senior note indebtedness. See "—Repayments" above. The Sustainability-Linked Notes are (i) guaranteed by Level 3 Parent, LLC and (ii) expected to be guaranteed by Level 3 Communications, LLC, upon the receipt of all requisite material governmental authorizations.

Covenants

Certain of our debt instruments contain affirmative and negative covenants. Debt at Lumen Technologies, Inc. and Level 3 Financing, Inc. contain more extensive covenants including, among other things and subject to certain exceptions, restrictions on their ability to declare or pay dividends, repay certain other indebtedness, create liens, incur additional indebtedness, make investments, engage in transactions with their affiliates, dispose of assets and merge or consolidate with any other person. Also, Lumen Technologies, Inc. and certain of its affiliates will be required to offer to purchase certain of their respective outstanding debt under certain circumstances in connection with certain specified "change of control" transactions.

Certain of our debt instruments contain cross-payment default or cross-acceleration provisions.

Compliance

As of March 31, 2021, Lumen Technologies, Inc. believes it and its subsidiaries were in compliance with the provisions and financial covenants in their respective material debt agreements in all material respects.