Long-Term Debt

6 Months Ended

Jun. 30, 2019

Long-Term Debt

The following table summarizes our long-term debt:



	Interest Rates	Maturities	June 30, 2019			December 31, 2018
			(Dollars in millions)
Level 3 Parent, LLC
Senior notes ⁽¹⁾	5.750%	2022	$	600		600
Subsidiaries
Level 3 Financing, Inc.
Senior notes ⁽²⁾	5.125%-6.125%	2021 - 2026	5,315			5,315
Term loan ⁽³⁾	LIBOR + 2.25%	2024	4,611			4,611
Finance leases	Various	Various	162			163
Total long-term debt, excluding unamortized premiums			10,688			10,689
Unamortized premiums, net			139			155
Total long-term debt			10,827			10,844
Less current maturities			(7		)	(6	)
Long-term debt, excluding current maturities			$	10,820		10,838

(1) The notes are not guaranteed by any of Level 3 Parent, LLC's subsidiaries.

(2) The notes are fully and unconditionally guaranteed on an unsubordinated unsecured basis by Level 3 Parent, LLC and Level 3 Communications, LLC.

(3) The Tranche B 2024 Term Loan is a secured obligation and is guaranteed by Level 3 Parent, LLC and certain other subsidiaries. The Tranche B 2024 Term Loan had an interest rate of 4.652% as of June 30, 2019 and 4.754% as of December 31, 2018. The interest rate on the Tranche B 2024 Term Loan is set with a minimum London Interbank Offered Rate ("LIBOR") of zero percent.

Aggregate Maturities of Long-Term Debt

Set forth below is the aggregate principal amount of our long-term debt and finance leases (excluding unamortized premiums) maturing during the following years as of June 30, 2019:



	(Dollars in millions)
2019 (remaining six months)	$	4
2020	6
2021	648
2022	1,609
2023	1,209
2024 and thereafter	7,212
Total long-term debt	$	10,688

Covenants

The term loan and senior notes of Level 3 Parent, LLC and Level 3 Financing, Inc. contain extensive affirmative and negative covenants. Such covenants include, among other things and subject to certain significant 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 including CenturyLink and its other subsidiaries, dispose of assets and merge or consolidate with any other person. Also, Level 3 Parent, LLC, as well as Level 3 Financing, Inc., will be required to offer to purchase certain of its long-term debt securities under certain circumstances in connection with a "change of control" of Level 3 Parent, LLC.

Certain of CenturyLink's and our debt instruments contain cross acceleration provisions. When present, these provisions could have a wider impact on liquidity than might otherwise arise from a default or acceleration of a single debt instrument.

Compliance

As of June 30, 2019, Level 3 Parent, LLC believes it and its subsidiaries were in compliance with the provisions and financial covenants in their respective material debt agreements in all material respects.

Subsequent Event

On July 29, 2019, CenturyLink, Inc. announced that Level 3 Financing, Inc. will redeem $400 million of its $640 million 6.125% Senior Notes on August 25, 2019.

For additional information on our long-term debt and credit facilities, see Note 5—Long-Term Debt to our consolidated financial statements in Item 8 of Part II of our annual report on Form 10-K for the year ended December 31, 2018.