Lumen Technologies Inc

ITEM 1A. RISK FACTORS

Our operations and financial results are subject to various risks and uncertainties, which could adversely affect our business, financial condition or future results. We recommend that you carefully consider (i) the other information set forth elsewhere in this report and (ii) the risk factors discussed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, as supplemented by the disclosures in Part II, Item 1A of our Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2024 and aJune 30, 2024 and as further supplemented below:.

We have a highly complex debt structure, which could impact the righmay not realize the anticipated benefits of our investors.

Lumen Technologies, Inc. and variostrategic focus of its subsidiaries owe substantial sums pursuant to various debt and financing arrangements, certain of which are guaranteed by other principal subsidiaries. Over two-thirds of the debt of n selling PCF solutions.

The Company announced on August 5, 2024 that Lumen Technologies, Inc. is guaranteed by certain of iand its principal domestic ssubsidiaries, some of which have pledged substantially all of their assets (including certa had recently sold $5 billion in of their respective subsidiaries) to secure their guarantees. The remainder of the debt of Lumen Technologies, Inc. is neither guaranteed nor secured. Over three-quarters of the debt of Level 3 Financing, Inc. is (inew Private Connectivity FabricSM (PCF) secured by a pledge of substantially all of itolutions assets and (ii) guaranteed on a secured basis by certain of its affiliates. The remainder of the debt of Level 3 Financing, Inc. is not secured by any of its assets, but is guaranteed on an unsecured basis by certain of its affiliathas since closed over $3 billion in additional PCF sales. As of the date of this quarterly report, substantial amounts of debt are also owed by two direct or indirect subsidiaries of Qwest CommunicatiFull payment for certain deals involving cons Internatructional, Inc. Most of the over 200 subsidiarie of new routes depends of Lumen Technologies, Inc. have neither borrowed money nor guaranteed any of the debt of Lumen Technologien delivery to customers, Inc. or its affiliates. As such, investors in and revenue under our consolidated debt instruPCF agreements shouldmay be awareless that (i) determining the priority of their rights as creditors is a complex matter which is substantially dependent upon n anticipated. Our costs under the assets and earning power of the entities that issued or guaranteed (if any) the applicable debt and (ii) such debt is structurally subordinse agreements may be greater than anticipated to all liabilities of the non-guarantor subsidiaries of Lumen Technologies, Inc. to the extent of the value of those subsidiaries that are obligors.

As previously disclosed in due to construction delays or cost overruns as a result of weathe periodic reports for our subsidiaries Level 3 Parent, LLC and Qwest Corporation, Lumen Technologies, Inc. also enters into debt arrangements with its subsidiaries from time to time. Any such intercompany transactions with its consolidated subsidiaries are eliminated in accordance with GAAP. For instance, at June 30, 2024, Lumen Technologies, Inc. owed approximately $2.7 billion to Level 3 Financing, Inc., (i) $1.2 billion of which was owed under a secr, supply chain, labor, permitting, or other unforeseen issues. If customer needs or preferences change for any reason, futured $1.2 billion revolving loan agreement  demand (ii) $1.5 billion of which was owed underfor, an unsecured $1.825 billion revolving loan agreement. Qwest Corporation is also currently permitted to borrow up to $2.0 billion from a subsidiard profitability of Lumen Technologies, Inc. under a revolving promissory note, but no amounts were outstanding thereunder at June 30, 2024. Lumen Technologies, Inc.s debt arrangements with its subsidiaries may be revised from time to time, including to increase, our PCF solutions could decline or decrcease the amount thereof.

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