Lumen closes $4.5B debt refinancing; issues superpriority loans/notes, amends credit facilities

On the Effective Date, Lumen, as borrower, the lenders party thereto and BofA, as administrative agent and collateral agent, entered into the Superpriority Revolving/Term A Credit Agreement (the “ RCF/TLA Credit Agreement ”) providing for (i) a superpriority “first out” series A revolving credit facility with commitments of approximately $489 million (the “ SP RCF-A ”), (ii) a superpriority “second out” series B revolving credit facility with commitments of approximately $467 million (the “ SP RCF-B ”, and together with the SP RCF-A, the “ SP RCF ”) and (iii) a superpriority secured term loan facility in the amount of approximately $377 million (the “ SP TLA ”).

On the Effective Date, Lumen, as borrower, Bank of America, N.A. (“ BofA ”), as administrative agent and collateral agent, and the subsidiaries of Lumen, lenders and issuing banks party thereto entered into an amendment agreement (the “ Amendment Agreement ”) to that certain Amended and Restated Credit Agreement, dated as of January 31, 2020, among Lumen, the lenders and issuing banks party thereto and BofA, as administrative agent, collateral agent and swingline lender (as amended or otherwise modified prior to the date of the Amendment Agreement, the “ Existing Lumen Credit Agreement ” and, as amended, the “ Amended Lumen Credit Agreement ”).

On the Effective Date, Lumen, certain subsidiaries of Lumen party thereto and Computershare Trust Company, N.A., as trustee and notes collateral agent, entered into a second supplemental indenture to the indenture, dated as of January 24, 2020, governing Lumen’s 4.000% senior secured notes due 2027 (the “ Existing Lumen Notes ”), that, among other things, (i) eliminated substantially all of the restrictive covenants and certain events of default and (ii) released the guarantees of the Existing Lumen Notes and the security interests in the collateral securing such notes (the “ Lumen Supplemental Indenture ”).