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 “Securities Act”).
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 firstname.lastname@example.org, (ii) Barclays Capital Inc. at 1-888-603-5847 or email@example.com, 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 unlawful.