L-3 Announces Pricing of Senior Note Offering
NEW YORK -- May 13, 2014
L-3 Communications (NYSE:LLL) announced today that L-3 Communications
Corporation (“L-3 Communications”), its wholly owned subsidiary, has priced an
offering of $1 billion in aggregate principal amount of senior notes. The
senior notes are being issued in two tranches – $350 million of three-year
senior notes bearing interest at a fixed rate of 1.50% per year and maturing
on May 28, 2017, and $650 million of 10-year senior notes bearing interest at
a fixed rate of 3.95% per year and maturing on May 28, 2024. The senior notes
are expected to settle on May 28, 2014, subject to customary closing
conditions. The senior notes are being offered in a registered offering
pursuant to Rule 415 under the Securities Act of 1933, as amended (the
L-3 Communications intends to use a portion of the net proceeds from the
offering to fund the conversion payment obligation and/or the redemption price
of the company’s 3.00% Convertible Contingent Debt Securities due August 1,
2035. The remaining net proceeds will be used for general corporate purposes.
Merrill Lynch, Pierce, Fenner & Smith Incorporated; Barclays Capital Inc.;
SunTrust Robinson Humphrey, Inc.; Deutsche Bank Securities Inc.; Mitsubishi
UFJ Securities (USA), Inc.; Scotia Capital (USA) Inc.; U.S. Bancorp
Investments, Inc.; and Wells Fargo Securities, LLC are acting as joint
book-running managers for this offering.
The senior notes will be unsecured senior obligations of L-3 Communications
and will rank equally with all of its other unsecured senior indebtedness. The
senior notes are being offered pursuant to L-3 Communications’ existing shelf
registration statement, which became automatically effective upon filing with
the Securities and Exchange Commission. A preliminary prospectus supplement
and accompanying prospectus describing the terms of the offering have been
filed with the Securities and Exchange Commission. Copies of the preliminary
prospectus supplement and accompanying prospectus for the offering may be
obtained from: (i) Merrill Lynch, Pierce, Fenner & Smith Incorporated at
1-800-294-1322 or email@example.com, (ii) Barclays Capital Inc.
at 1-888-603-5847 or firstname.lastname@example.org, or (iii) SunTrust
Robinson Humphrey, Inc. at 1-800-685-4786.
This press release does not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation
or sale in any jurisdiction in which such offer, solicitation or sale would be
Headquartered in New York City, L-3 employs approximately 48,000 people
worldwide and is a prime contractor in aerospace systems and national security
solutions. L-3 is also a leading provider of a broad range of communication
and electronic systems and products used on military and commercial platforms.
The company reported 2013 sales of $12.6 billion.
To learn more about L-3, please visit the company’s website at www.L-3com.com.
L-3 uses its website as a channel of distribution of material company
information. Financial and other material information regarding L-3 is
routinely posted on the company’s website and is readily accessible.
Information on, or accessible through, L-3’s website is not a part of, and is
not incorporated into, this release.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of
Except for historical information contained herein, the matters set forth in
this news release are forward-looking statements. Statements that are
predictive in nature, that depend upon or refer to events or conditions or
that include words such as “expects,” “anticipates,” “intends,” “plans,”
“believes,” “estimates,” “will,” “could” and similar expressions are
forward-looking statements. The forward-looking statements set forth above
involve a number of risks and uncertainties that could cause actual results to
differ materially from any such statement, including the risks and
uncertainties discussed in the company’s Safe Harbor Compliance Statement for
Forward-Looking Statements included in the company’s recent filings, including
Forms 10-K and 10-Q, with the Securities and Exchange Commission. The
forward-looking statements speak only as of the date made, and the company
undertakes no obligation to update these forward-looking statements.
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