8-K

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): February 12, 2021

Lumen Technologies, Inc.

(Exact name of registrant as specified in its charter)

Louisiana	001-7784	72-0651161
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
100 CenturyLink Drive Monroe, LA		71203
(Address of principal executive offices)		(Zip Code)

Level 3 Parent, LLC

(Exact name of registrant as specified in its charter)

Delaware	001-35134	47-0210602
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1025 Eldorado Blvd. Broomfield, Colorado		80021
(Address of principal executive offices)		(Zip Code)

Qwest Corporation

(Exact name of registrant as specified in its charter)

Colorado	001-03040	84-0273800
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
100 CenturyLink Drive Monroe, LA		71203
(Address of principal executive offices)		(Zip Code)

Registrants’ telephone number, including area code: (318) 388-9000

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))

Securities registered pursuant to Section 12(b) of the Act:

Registrant	Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Lumen Technologies, Inc.	Common Stock, par value $1.00 per share	LUMN	New York Stock Exchange
Lumen Technologies, Inc.	Preferred Stock Purchase Rights	N/A	New York Stock Exchange
Qwest Corporation	7.00% Notes Due 2056	CTAA	New York Stock Exchange
Qwest Corporation	6.5% Notes Due 2056	CTBB	New York Stock Exchange
Qwest Corporation	6.75% Notes Due 2057	CTDD	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 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.  ☐

Item 8.01 Other Events

On February 16, 2021 Lumen Technologies, Inc. issued a press release announcing that (i) on February 12, 2021, its indirect, wholly-owned subsidiary, Level 3 Financing, Inc., had completed the redemption of all $900 million aggregate principal amount of its outstanding 5.375% Senior Notes due 2024, and (ii) on February 16, 2021 its indirect, wholly-owned subsidiary, Qwest Corporation had completed the redemption of all $235 million aggregate principal amount of its 7.00% Notes due 2056.

That press release is filed as Exhibit 99.1 to the Current Report and is incorporated herein by reference as if set forth in full.

Item 9.01. Financial Statements and Exhibits.

(d) The following exhibits are furnished with this Current Report on Form 8-K:

Exhibit No.	Description
Exhibit 4.1	Indenture, dated as of November 13, 2015, among Level 3 Communications, Inc., as Guarantor, Level 3 Financing, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to the 5.375% Senior Notes due 2024 of Level 3 Financing, Inc. (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (file no. 001-35134) dated November 13, 2015).
Exhibit 4.2	Indenture, dated as of October 15, 1999, by and between US West Communications, Inc. (currently named Qwest Corporation) and Bank One Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4(b) to Qwest Corporation’s Annual Report on Form 10-K for the year ended December 31, 1999 (File No. 001-03040) filed with the Securities and Exchange Commission on March 3, 2000).
Exhibit 4.3	Fifteenth Supplemental Indenture, dated as of January 29, 2016, by and between Qwest Corporation and U.S. Bank National Association (incorporated by reference to Exhibit 4.16 of Qwest Corporation’s Form 8-A (File No. 001-03040) filed with the Securities and Exchange Commission on January 29, 2016).
Exhibit 99.1	Press release dated February 16, 2021, announcing the redemption of notes.
Exhibit 104	Cover page formatted as Inline XBRL and contained in Exhibit 101.

2

SIGNATURES

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 Current Report to be signed on its behalf by the undersigned officer hereunto duly authorized.

	LUMEN TECHNOLOGIES, INC.
Dated: February 16, 2021	By:	/s/ Eric J. Mortensen
		Eric J. Mortensen
		Senior Vice President & Controller
	LEVEL 3 PARENT, LLC
	By:	/s/ Eric J. Mortensen
		Eric J. Mortensen
		Senior Vice President & Controller
	QWEST CORPORATION
	By:	/s/ Eric J. Mortensen
		Eric J. Mortensen
		Senior Vice President & Controller

3

EX-99.1

Exhibit 99.1

Lumen completes redemption of Level 3 Financing Senior Notes and Qwest Notes

DENVER, Feb. 16, 2021 — Lumen Technologies Inc. (NYSE: LUMN) announced today that Level 3 Financing Inc. (“Level 3”) and Qwest Corporation (“Qwest”), its indirect, wholly-owned subsidiaries, completed the following transactions.

On Feb. 12, 2021, Level 3 completed its previously announced redemption of all $900 million aggregate principal amount of its outstanding 5.375% Senior Notes due 2024 (the “Level 3 Notes”) at par plus accrued and unpaid interest to, but excluding, the redemption date. Additional information regarding the redemption of the Level 3 Notes is available from Bank of New York Mellon.

On Feb. 16, 2021, Qwest completed its previously announced redemption of all $235 million aggregate principal amount of its outstanding 7.00% Notes due 2056 (the “Qwest Notes”) at par plus accrued and unpaid interest to, but excluding, the redemption date. Additional information regarding the redemption of the Qwest Notes is available from U.S. Bank National Association.

About Lumen Technologies

Lumen is guided by our belief that humanity is at its best when technology advances the way we live and work. With approximately 450,000 route fiber miles and serving customers in more than 60 countries, we deliver the fastest, most secure platform for applications and data to help businesses, government and communities deliver amazing experiences.

Learn more about the Lumen network, edge cloud, security, communication and collaboration solutions and our purpose to further human progress through technology at news.lumen.com, LinkedIn: /lumentechnologies, Twitter: @lumentechco, Facebook: /lumentechnologies, Instagram: @lumentechnologies and YouTube: /lumentechnologies. Lumen and Lumen Technologies are registered trademarks of Lumen Technologies LLC in the United States. Lumen Technologies LLC is a wholly-owned affiliate of Lumen Technologies Inc.

Media Contact:	Investor Contact:
Jeremy Jones	Mark Stoutenberg
Jeremy.Jones@lumen.com	Mark.Stoutenberg@lumen.com
+1 720-567-7044	+1 720-888-4443

XML

Cover Page	Feb. 12, 2021
Entity Information [Line Items]
Entity Registrant Name	Lumen Technologies, Inc.
Amendment Flag	false
Entity Central Index Key	0000018926
Document Type	8-K
Document Period End Date	Feb. 12, 2021
Entity Incorporation, State or Country Code	LA
Entity File Number	001-7784
Entity Tax Identification Number	72-0651161
Entity Address, Address Line One	100 CenturyLink Drive
Entity Address, City or Town	Monroe
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	71203
City Area Code	318
Local Phone Number	388-9000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, par value $1.00 per share
Trading Symbol	LUMN
Security Exchange Name	NYSE
Preferred Stock [Member]
Entity Information [Line Items]
Title of 12(b) Security	Preferred Stock Purchase Rights
Security Exchange Name	NYSE
No Trading Symbol Flag	true
Level 3 Parent LLC [Member]
Entity Information [Line Items]
Entity Registrant Name	Level 3 Parent, LLC
Entity Central Index Key	0000794323
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35134
Entity Tax Identification Number	47-0210602
Entity Address, Address Line One	1025 Eldorado Blvd.
Entity Address, City or Town	Broomfield
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80021
City Area Code	318
Local Phone Number	388-9000
Qwest Corporation [Member]
Entity Information [Line Items]
Entity Registrant Name	Qwest Corporation
Entity Central Index Key	0000068622
Entity Incorporation, State or Country Code	CO
Entity File Number	001-03040
Entity Tax Identification Number	84-0273800
Entity Address, Address Line One	100 CenturyLink Drive
Entity Address, City or Town	Monroe
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	71203
City Area Code	318
Local Phone Number	388-9000
7.00% Notes Due 2056 [Member]
Entity Information [Line Items]
Title of 12(b) Security	7.00% Notes Due 2056
Trading Symbol	CTAA
Security Exchange Name	NYSE
6.5% Notes Due 2056 [Member]
Entity Information [Line Items]
Title of 12(b) Security	6.5% Notes Due 2056
Trading Symbol	CTBB
Security Exchange Name	NYSE
6.75% Notes Due 2057 [Member]
Entity Information [Line Items]
Title of 12(b) Security	6.75% Notes Due 2057
Trading Symbol	CTDD
Security Exchange Name	NYSE