0000018926false00000189262024-02-062024-02-060000018926us-gaap:CommonStockMember2024-02-062024-02-060000018926us-gaap:PreferredStockMember2024-02-062024-02-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
February 6, 2024
Lumen Logo Blue_Black.jpg 
Lumen Technologies, Inc.
(Exact name of registrant as specified in its charter)
 
Louisiana 001-7784 72-0651161
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)
 
100 CenturyLink Drive 
Monroe,Louisiana71203
(Address of principal executive offices) (Zip Code)
(318) 388-9000
(Telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of any registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $1.00 per shareLUMNNew York Stock Exchange
Preferred Stock Purchase RightsN/ANew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02.Results of Operations and Financial Condition.
On February 6, 2024, Lumen Technologies, Inc. (the “Company” or “we” or “us”) issued a press release announcing operating results for the fourth quarter and fiscal year ended December 31, 2023. A copy of the Earnings Release is furnished herewith as Exhibit 99.1 and is incorporated into this Current Report on Form 8-K by reference. More complete information about our operating results will be included in our Annual Report on Form 10-K for the year ended December 31, 2023, which we expect to file in the near term with the U.S. Securities and Exchange Commission.

The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing, and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 7.01.
Regulation FD Disclosure.
A copy of the slide presentation that the Company will present regarding its operating results during the teleconference beginning at 5:00 p.m. Eastern time on February 6, 2024 is attached to this Current Report on Form 8-K as Exhibit 99.2. The investor presentation material is also available on the “Investors” page of the Company’s website (http://www.lumen.com).

The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Forward-Looking Statements
Except for historical and factual information, the matters set forth in Exhibit 99.1 and Exhibit 99.2 are forward-looking statements as defined by the federal securities laws, and are subject to the “safe harbor” protections thereunder. These forward-looking statements are not guarantees of future results and are based on current expectations only, and are subject to various uncertainties. Actual events and results may differ materially from those anticipated by us in those statements. Factors that could cause our actual results to differ materially from the expectations expressed in our forward-looking statements are described in Exhibit 99.1 and Exhibit 99.2. We may change our intentions or plans discussed in our forward-looking statements without notice at any time and for any reason.

Item 9.01.Financial Statements and Exhibits.
(d)The following exhibits are furnished with this Current Report on Form 8-K:
 
Exhibit No.  Description
Exhibit 99.1
Exhibit 99.2
Exhibit 104Cover page formatted as Inline XBRL and contained in Exhibit 101.


2



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Lumen Technologies, Inc., has duly caused this Current Report to be signed on its behalf by the undersigned officer hereunto duly authorized.
 
LUMEN TECHNOLOGIES, INC.
Date: February 6, 2024
By:/s/ Andrea Genschaw
Andrea Genschaw
 Senior Vice President, Controller
3


NEWS RELEASE
lumenlogoblue_black.jpg
Lumen Technologies reports fourth quarter and full year 2023 results

Fourth Quarter 2023 Highlights
Announced an Amended and Restated Transaction Support Agreement on January 25, 2024 which, when completed, based on current participation levels1 will address maturities of approximately $9 billion of outstanding indebtedness, including more than 77% of debt maturing through 2027
Completed the $1.8 billion divestiture of its EMEA business and the sale of select CDN contracts
Reported Net Loss of $(1.995) billion for the fourth quarter 2023, which included a non-cash goodwill impairment charge of $1.9 billion, compared to reported Net Loss of $(3.069) billion for the fourth quarter 2022, which included a non-cash goodwill impairment charge of $3.271 billion
Reported diluted loss per share of $(2.03) for the fourth quarter 2023, compared to diluted loss per share of $(3.08) for the fourth quarter 2022. Excluding Special Items, diluted earnings per share was $0.08 for the fourth quarter 2023, compared to $0.43 diluted earnings per share for the fourth quarter 2022
Generated Adjusted EBITDA of $1.099 billion2 for the fourth quarter 2023, compared to $1.393 billion for the fourth quarter 2022, excluding the effects of Special Items of $211 million and $583 million, respectively
Reported Net Cash Provided by Operating Activities of $784 million for the fourth quarter 2023
Generated Free Cash Flow of $50 million for the fourth quarter 2023, compared to $126 million for the fourth quarter 2022, excluding cash paid for Special items of $87 million and $118 million, respectively

Full Year 2023 Financial Highlights
Reduced Net Debt by $1.6 billion
Reported Net Loss of $(10.298) billion for the full year 2023, which included non-cash goodwill impairment charges of $10.693 billion, compared to reported Net Loss of $(1.548) billion for the full year 2022, which included a non-cash goodwill impairment of $3.271 billion
Reported diluted loss per share of $(10.48) for the full year 2023, compared to diluted loss per share of $(1.54) for the full year 2022. Excluding Special Items, diluted EPS of $0.20 per share for the full year 2023, compared to $1.55 diluted EPS for the full year 2022
Generated Adjusted EBITDA of $4.628 billion2 for the full year 2023, compared to $6.858 billion for the full year 2022, excluding the effects of Special Items of $482 million and $155 million, respectively
1Participation levels are subject to adjustment, including for ongoing reconciliation and for potential additional participation in certain term loan transactions, which the Company intends to make available to all holders in connection with the consummation of such transactions.
2Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2023 includes $14 million and $125 million, respectively, from the EMEA business that we sold on Nov. 1, 2023, which will not recur in periods following the completion of this divestiture. Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2022 includes (i) $27 million and $1.3 billion of Adjusted EBITDA from our businesses divested in the second half of 2022 and 2023, which will not recur in periods following the completion of these divestitures and (ii) $59 million of previously deferred revenue recognized in Q1 2022 related to the CAF Phase II program, which lapsed on Dec. 31, 2021. The Company believes that these figures will allow analysts and investors to understand the amounts associated with these transactions to understand the impact they had on the Company's past, but not current or future, financial performance. Therefore, these amounts will impact the Company’s ability to match its past performance in current and future periods. The post-closing net financial impacts of actual amounts received or paid by the Company under its post-closing agreements with the purchasers of the divested businesses was a net reduction of (i) $(40) million for the fourth quarter of 2023, (ii) $(179) million for the year 2023 and (iii) $(43) million for the fourth quarter and year 2022. The Company believes that this provides useful information to investors to understand the impact that the post-closing agreements have had on the Company's financial performance following the completion of these divestitures.
1



Reported Net Cash Provided by Operating Activities of $2.160 billion for the full year 2023
Negative Free Cash Flow of $(878) million for the full year 2023, compared to $2.260 billion for the full year 2022, excluding cash paid for Special Items of $62 million and $541 million, respectively



DENVER, February 6, 2024 — Lumen Technologies, Inc. (NYSE: LUMN) reported results for the fourth quarter ended December 31, 2023.
"In 2023, we outlined big, multi-year, strategic priorities including strengthening our balance sheet, executing on key programs to turn the core business around by 2025, and igniting new growth by delivering disruptive innovations that help our customers solve their next-gen networking needs,” said Kate Johnson, president and CEO of Lumen. “I am pleased to report that we delivered our 2023 EBITDA and free cash flow guidance, and we made material progress on our strategic priorities."
2



Financial Results
Metric, as reportedFourth QuarterFull Year
($ in millions, except per share data)2023202220232022
Large Enterprise$1,061 1,217 4,616 5,377 
Mid-Market Enterprise491 522 2,011 2,212 
Public Sector495 431 1,783 1,861 
Enterprise Channels2,047 2,170 8,410 9,450 
Wholesale 741 835 3,125 3,591 
Business Segment Revenue2,788 3,005 11,535 13,041 
Mass Markets Segment Revenue729 795 3,022 4,437 
Total Revenue(1)(2)
$3,517 3,800 14,557 17,478 
Cost of Services and Products1,737 1,826 7,144 7,868 
Selling, General and Administrative Expenses896 671 3,198 3,078 
Net Loss (Gain) on Sale of Businesses(3)
480 121 (113)
Loss on Disposal Group Held for Sale
— 40 — 40 
Stock-based Compensation Expense13 27 52 98 
Net Loss
(1,995)(3,069)(10,298)(1,548)
Net Income, Excluding Special Items(4)(5)
83 425 193 1,564 
Adjusted EBITDA(4)(6)(7)
888 810 4,146 6,703 
Adjusted EBITDA, Excluding Special Items(4)(6)(7)(8)
1,099 1,393 4,628 6,858 
Net Loss Margin
(56.7)%(80.8)%(70.7)%(8.9)%
Net Income Margin, Excluding Special Items(4)(5)
2.4 %11.2 %1.3 %8.9 %
Adjusted EBITDA Margin(4)
25.2 %21.3 %28.5 %38.4 %
Adjusted EBITDA Margin, Excluding Special Items(4)(8)
31.2 %36.7 %31.8 %39.2 %
Net Cash Provided by Operating Activities
784 841 2,160 4,735 
Capital Expenditures(9)
821 833 3,100 3,016 
Unlevered Cash Flow(4)
196 264 158 3,059 
Unlevered Cash Flow, Excluding Cash Special Items(4)(10)
283 382 220 3,600 
Free Cash Flow(4)
(37)(940)1,719 
Free Cash Flow, Excluding Cash Special Items(4)(10)
50 126 (878)2,260 
Net Loss per Common Share - Diluted
(2.03)(3.08)(10.48)(1.54)
Net Income per Common Share - Diluted, Excluding Special Items(4)(5)
0.08 0.43 0.20 1.55 
Weighted Average Shares Outstanding (in millions) - Diluted983.8 995.6 983.1 1,007.5 
(1) Revenue for the fourth quarter and full year 2023 includes $39 million and $454 million, respectively, from the EMEA business divested on Nov. 1, 2023, which will not recur in periods following the completion of this divestiture. Revenue for the fourth quarter and full year 2022 includes $135 million and $2.6 billion of revenue, respectively, from (i) the Latin American business divested Aug. 1, 2022, (ii) the 20-state ILEC business divested Oct. 3, 2022 and (iii) the EMEA business (the "divestitures" or the "divested businesses"), which will not recur in periods following the completion of these divestitures. The full year 2022 also includes $59 million of previously deferred revenue recognized in Q1 2022 related to the CAF Phase II program, which lapsed on Dec. 31, 2021. The Company believes that these figures will allow analysts and investors to understand the amounts associated with these transactions to understand the impact they had on the Company's past, but not current or future, financial performance. Therefore, these amounts will impact the Company’s ability to match its past performance in current and future periods.
(2) The post-closing revenue impact of amounts received by the Company under its post-closing agreements with the purchasers of the divested businesses was (i) $39 million for the fourth quarter of 2023, (ii) $117 million for the year 2023 and (iii) $33 million for the fourth quarter of 2022 and the full year 2022. The Company believes that this provides useful information to investors to understand the impact that the post-closing agreements have had on the Company's current financial performance.
(3) Reflects primarily (i) the pre-tax gain of $597 million recorded in operating income as a result of our Latin American business divestiture completed Aug. 1, 2022, (ii) the pre-tax gain of $176 million recorded in operating income as a result of our 20-state ILEC business divestiture completed Oct. 3, 2022 and (iii) the net loss of $102 million recorded for the year ended 2023 operating income and $660 million recorded for the year ended 2022 operating income as a result of our EMEA business divestiture completed Nov. 1, 2023.
(4) See the attached schedules for definitions of non-GAAP metrics and reconciliations to GAAP figures.
(5) Excludes Special Items (net of the income tax effect thereof), which positively impacted this metric by (i) $2.1 billion for the fourth quarter of 2023, (ii) $10.5 billion for the year 2023, (iii) $3.5 billion for the fourth quarter of 2022 and (iv) $3.1 billion for the year 2022.
3



(6) Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2023 includes $14 million and $125 million, respectively, from the EMEA business, which will not recur in periods following the completion of this divestiture. Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2022 includes $27 million and $1.3 billion of Adjusted EBITDA from our businesses divested in the second half of 2022 and 2023, which will not recur in periods following the completion of these divestitures. The full year 2022 also includes $59 million of previously deferred revenue recognized in Q1 2022 related to the CAF Phase II program, which lapsed on December 31, 2021. The Company believes that these figures will allow analysts and investors to understand the amounts associated with these transactions to understand the impact they had on the Company's past, but not current or future, financial performance. Therefore, these amounts will impact the Company’s ability to match its past performance in current and future periods.
(7) The post-closing net financial impacts of actual amounts received or paid by the Company under its post-closing agreements with the purchasers of the divested businesses was a net reduction of (i) $(40) million for the fourth quarter of 2023, (ii) $(179) million for the year 2023 and (iii) $(43) million for the fourth quarter and year 2022. The Company believes that this provides useful information to investors to understand the impact that the post-closing agreements have had on the Company's financial performance following the completion of these divestitures.
(8) Excludes Special Items in the amounts of (i) $211 million for the fourth quarter of 2023, (ii) $482 million for the year 2023, (iii) $583 million for the fourth quarter of 2022 and (iv) $155 million for the year 2022.
(9) Capital expenditures for the fourth quarter and full year 2023 includes $7 million and $98 million, respectively, of capital expenditures relating to the EMEA business, which will not recur in periods following the completion of this divestiture. Capital expenditures for the fourth quarter 2022 includes $38 million of capital expenditures relating to the divested businesses, which will not recur in periods following the completion of these divestitures. Capital expenditures for the full year 2022 includes (i) $424 million of capital expenditures relating to the divested businesses and (ii) $18 million of capital expenditures related to the CAF Phase II program, which lapsed on December 31, 2021. The Company believes that these figures will allow analysts and investors to understand the amounts associated with these transactions and programs to understand the impact they had on the Company's past, but not current or future, capital expenditures. Therefore, these amounts will impact the Company’s ability to match its past capital expenditure activities in current and future periods.
(10) Excludes cash paid for Special Items of (i) $87 million for the fourth quarter of 2023, (ii) $62 million for the year 2023, (iii) $118 million for the fourth quarter of 2022 and (iv) $541 million for the year 2022.
4



Metrics(1)
Fourth QuarterYoY PercentFull YearYoY Percent
($ in millions)20232022Change20232022Change
Revenue By Sales Channel
Large Enterprise$1,061 1,217 (13)%4,616 5,377 (14)%
Mid-Market Enterprise491 522 (6)%2,011 2,212 (9)%
Public Sector495 431 15%1,783 1,861 (4)%
Enterprise Channels2,047 2,170 (6)%8,410 9,450 (11)%
Wholesale 741 835 (11)%3,125 3,591 (13)%
Business Segment Revenue2,788 3,005 (7)%11,535 13,041 (12)%
Mass Markets Segment Revenue729 795 (8)%3,022 4,437 (32)%
Total Revenue(2)
$3,517 3,800 (7)%14,557 17,478 (17)%
Business Segment Revenue by Product Category
Grow$1,078 1,091 (1)%4,469 4,595 (3)%
Nurture826 934 (12)%3,465 4,094 (15)%
Harvest639 777 (18)%2,785 3,557 (22)%
Subtotal2,543 2,802 (9)%10,719 12,246 (12)%
Other245 203 21%816 795 3%
Business Segment Revenue$2,788 3,005 (7)%11,535 13,041 (12)%
Net (Loss) Income$(1,995)(3,069)(35)%(10,298)(1,548)nm
Net (Loss) Income Margin(56.7)%(80.8)%(30)%(70.7)%(8.9)%nm
Net Income, Excluding Special Items
$83 425 (80)%193 1,564 (88)%
Net Income Margin, Excluding Special Items
2.4 %11.2 %(79)%1.3 %8.9 %(85)%
Adjusted EBITDA, Excluding Special Items(3)
$1,099 1,393 (21)%4,628 6,858 (33)%
Adjusted EBITDA Margin, Excluding Special Items
31.2 %36.7 %(15)%31.8 %39.2 %(19)%
Capital Expenditures(4)
$821 833 (1)%3,100 3,016 3%
(1) See the notes to our immediately preceding chart for information about our use of non-GAAP metrics, Special Items, and reconciliations to GAAP.
(2) Revenue for the fourth quarter and year of 2023 and 2022 includes amounts from the 2022 and 2023 divestitures and the post-closing commercial agreements with the purchasers of the divested businesses. Refer to footnotes 1 and 2 on the preceding table for details.
(3) Adjusted EBITDA excluding Special Items for the fourth quarter and year of 2023 and 2022 includes the financial impacts from the 2022 and 2023 divestitures and the post-closing commercial agreements with the purchasers of the divested businesses. Refer to footnotes 6 and 7 on the preceding table for details.
(4) Capital expenditures for the fourth quarter and year of 2023 and 2022 includes the impacts of capital expenditures related to our divested businesses, which will not recur in periods following the completion of these divestitures. Refer to footnote 9 on the preceding table for details.
nm - Percentages greater than 200% and comparisons between positive and negative values are considered not meaningful.
Revenue
Total Revenue was $3.517 billion for the fourth quarter 2023, compared to $3.800 billion for the fourth quarter 2022.

Cash Flow
Free Cash Flow, excluding Special Items, was $50 million in the fourth quarter 2023, compared to $126 million in the fourth quarter 2022.
As of December 31, 2023, Lumen had cash and cash equivalents of $2,234 million.

Goodwill Impairment
Under GAAP, the company is required to perform annual impairment tests related to its goodwill asset. Based on this analysis, the company recorded a non-cash $1.9 billion goodwill impairment charge in the fourth quarter of 2023. As will be explained further in the company's Annual Report on Form 10-K for the year ended December 31, 2023 that it plans to file later this month, this goodwill impairment was driven by the difference between the company's market capitalization and the carrying value in its Mass Markets and North America Business reporting units as of the impairment testing date.
5




2024 Financial Outlook
The company announced its full-year 2024 financial outlook which is detailed below:

Metric (1)(2)
Outlook
Adjusted EBITDA
$4.1 to $4.3 billion
Free Cash Flow(3)(4)
$100 to $300 million
Net Cash Interest
$1.25 to $1.35 billion
Capital Expenditures
$2.7 to $2.9 billion
Cash Income Taxes/(Refund)(4)
($200) to ($300) million
(1) For definitions of non-GAAP metrics and reconciliations to GAAP figures, see the attached schedules and our Investor Relations website.
(2) Outlook measures in this chart and the accompanying schedules (i) exclude the effects of Special Items, goodwill impairments, future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of Feb. 6, 2024. See “Forward-Looking Statements.”
(3) Assumes no discretionary pension plan contributions during 2024.
(4) Includes an approximately $700 million tax refund received during the first quarter 2024.

6



Investor Call
Lumen’s management team will host a conference call at 5:00 p.m. ET today, Feb. 6, 2024. The conference call will be streamed live over the Lumen website at ir.lumen.com. Additional information regarding fourth quarter 2023 results, including the presentation materials management will review during the conference call, will be available on the Investor Relations website prior to the call. A webcast replay of the call will also be available on our website beginning at 8:00 p.m. ET on Feb. 6, 2024, and ending May 6, 2024, at 8:00 p.m. ET.
Media Relations Contact: Investor Relations Contact:
Esmeralda Cameron
Mike McCormack, CFA
esmeralda.cameron@lumen.com
mike.mccormack@lumen.com
+1 201-839-0712+1 720-888-3514

About Lumen Technologies:
Lumen connects the world. We are igniting business growth by connecting people, data, and applications – quickly, securely, and effortlessly. Everything we do at Lumen takes advantage of our network strength. From metro connectivity to long-haul data transport to our edge cloud, security, and managed service capabilities, we meet our customers’ needs today and as they build for tomorrow.

For news and insights visit news.lumen.com, LinkedIn: /lumentechnologies, Twitter: @lumentechco, Facebook: /lumentechnologies, Instagram: @lumentechnologies and YouTube: /lumentechnologies. Lumen and Lumen Technologies are registered trademarks of Lumen Technologies LLC in the United States. Lumen Technologies LLC is a wholly-owned affiliate of Lumen Technologies, Inc.

7



Forward-Looking Statements
Except for historical and factual information, the matters set forth in this release and other of our oral or written statements identified by words such as “estimates,” “expects,” “anticipates,” “believes,” “plans,” “intends,” “will,” and similar expressions are forward-looking statements as defined by the federal securities laws, and are subject to the “safe harbor” protections thereunder. These forward-looking statements are not guarantees of future results and are based on current expectations only, are inherently speculative, and are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected or implied by us in those statements if one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect. Factors that could affect actual results include but are not limited to: our ability to consummate the transactions contemplated by our amended and restated transaction support agreement entered into on January 22, 2024 (the "TSA") on the currently expected timeline or at all, including the ability of the parties to successfully negotiate definitive agreements with respect to the matters covered by the term sheet included therein and the occurrence of events that may give rise to failure to satisfy any of the conditions to consummating such transactions or a right of any of the parties to terminate the TSA; the effects of intense competition from a wide variety of competitive providers, including decreased demand for our more mature service offerings and increased pricing pressures; the effects of new, emerging or competing technologies, including those that could make our products less desirable or obsolete; our ability to successfully and timely attain our key operating imperatives, including simplifying and consolidating our network, simplifying and automating our service support systems, attaining our Quantum Fiber buildout schedule, replacing aging or obsolete plant and equipment, strengthening our relationships with customers and attaining projected cost savings; our ability to safeguard our network, and to avoid the adverse impact of cyber-attacks, security breaches, service outages, system failures, or similar events impacting our network or the availability and quality of our services; the effects of ongoing changes in the regulation of the communications industry, including the outcome of legislative, regulatory or judicial proceedings relating to content liability standards, intercarrier compensation, universal service, service standards, broadband deployment, data protection, privacy and net neutrality; our ability to generate cash flows sufficient to fund our financial commitments and objectives, including our capital expenditures, operating costs, debt repayments, taxes, pension contributions and other benefits payments; our ability to effectively retain and hire key personnel and to successfully negotiate collective bargaining agreements on reasonable terms without work stoppages; our ability to successfully adjust to changes in customer demand for our products and services, including increased demand for high-speed data transmission services and artificial intelligence services; our ability to successfully maintain the quality and profitability of our existing product and service offerings, to introduce profitable new offerings on a timely and cost-effective basis and to transition customers from our legacy products to our newer offerings; our ability to successfully and timely implement our corporate strategies, including our deleveraging and buildout strategies; our ability to successfully and timely realize the anticipated benefits from our 2022 and 2023 divestitures, and to successfully operate and transform our remaining business; changes in our operating plans, corporate strategies, or capital allocation plans, whether based upon changes in our cash flows, cash requirements, financial performance, financial position, market or regulatory conditions, or otherwise; the impact of any future material acquisitions or divestitures that we may transact; the negative impact of increases in the costs of our pension, healthcare, post-employment or other benefits, including those caused by changes in markets, interest rates, mortality rates, demographics or regulations; the potential negative impact of customer and shareholder complaints, government investigations, security breaches or service outages impacting us or our industry; adverse changes in our access to credit markets on favorable terms, whether caused by changes in our financial position, lower credit ratings, unstable markets, debt covenant restrictions or otherwise; our ability to meet the terms and conditions of our debt obligations and covenants, including our ability to make transfers of cash in compliance therewith; the impact of any purported notice of default or notice of acceleration arising from alleged breach of covenants under our credit documents; our ability to maintain favorable relations with our security holders, key business partners, suppliers, vendors, landlords and lenders; our ability to timely obtain necessary hardware, software, equipment, services, governmental permits and other items on favorable terms; our ability to meet evolving environmental, social and governance ("ESG") expectations and benchmarks, and effectively communicate and implement our ESG strategies; the potential adverse effects arising out of allegations regarding the release of hazardous materials into the environment from network assets owned or operated by us or our predecessors, including any resulting governmental actions, removal costs, litigation, compliance costs or penalties; our ability to collect our receivables from, or continue to do business with, financially-troubled customers; our ability to continue to use or renew intellectual property used to conduct our operations; any adverse developments in legal or regulatory proceedings involving us; changes in tax, pension, healthcare or other laws or regulations, in governmental support programs, or in general government funding levels, including those arising from governmental programs promoting broadband development; our ability to use our net operating loss carryforwards in the amounts projected; the effects of changes in accounting policies, practices or assumptions, including changes that could potentially require additional future impairment charges; the effects of adverse weather, terrorism, epidemics, pandemics, rioting, vandalism, societal unrest, or other natural or man-made disasters or disturbances; the potential adverse effects if our internal controls over financial reporting have weaknesses or deficiencies, or otherwise fail to operate as intended; the effects of changes in interest rates or inflation; the effects of more general factors such as changes in exchange rates, in operating costs, in public policy, in the views of financial analysts, or in general market, labor, economic, public health or geopolitical conditions; and other risks referenced from time to time in our filings with the U.S. Securities and Exchange Commission. You are cautioned not to unduly rely upon our forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update or revise any forward-looking statements for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise. Furthermore, any information about our intentions contained in any of our forward-looking statements reflects our intentions as of the date of such forward-looking statement, and is based upon, among other things, existing regulatory, technological, industry, competitive, economic and market conditions, and our assumptions, as of such date. We may change our intentions, strategies or plans (including our capital allocation plans) at any time and without notice, based upon any changes in such factors, in our assumptions or otherwise.

8



Reconciliation to GAAP
This release includes certain historical and forward-looking non-GAAP financial measures, including but not limited to Adjusted EBITDA, Free Cash Flow, Unlevered Cash Flow, Net Debt and adjustments to GAAP and non-GAAP measures to exclude the effect of Special Items.
In addition to providing key metrics for management to evaluate the company’s performance, we believe these above-described measurements assist investors in their understanding of period-to-period operating performance and in identifying historical and prospective trends.
Reconciliations of non-GAAP financial measures to the most comparable GAAP measures are included in the attached financial schedules. Non-GAAP measures are not presented to be replacements or alternatives to the GAAP measures, and investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP. Lumen may present or calculate its non-GAAP measures differently from other companies.


9



Lumen Technologies, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
TWELVE MONTHS ENDED DECEMBER 31, 2023 AND 2022
(UNAUDITED)
($ in millions, except per share amounts; shares in thousands)
Three months ended December 31,(Decrease) / IncreaseTwelve months ended December 31,(Decrease) / Increase
2023202220232022
OPERATING REVENUE$3,517 3,800 (7)%14,557 17,478 (17)%
OPERATING EXPENSES
Cost of services and products (exclusive of depreciation and amortization)1,737 1,826 (5)%7,144 7,868 (9)%
Selling, general and administrative896 671 34 %3,198 3,078 %
Net loss (gain) on sale of businesses
480 (98)%121 (113)nm
Loss on disposal group held for sale — 40 nm— 40 nm
Depreciation and amortization751 796 (6)%2,985 3,239 (8)%
Goodwill impairment1,900 3,271 (42)%10,693 3,271 nm
Total operating expenses5,293 7,084 (25)%24,141 17,383 39 %
OPERATING (LOSS) INCOME
(1,776)(3,284)(46)%(9,584)95 nm
OTHER (EXPENSE) INCOME
Interest expense(290)(280)%(1,158)(1,332)(13)%
Net gain on early debt retirement— 205 nm618 214 189 %
Other (expense) income, net
(76)177 nm(113)32 nm
Total other (expense) income, net
(366)102 nm(653)(1,086)(40)%
Income tax benefit (expense)
147 113 30 %(61)(557)(89)%
NET LOSS
$(1,995)(3,069)(35)%(10,298)(1,548)nm
BASIC LOSS PER SHARE
$(2.03)(3.08)(34)%(10.48)(1.54)nm
DILUTED LOSS PER SHARE
$(2.03)(3.08)(34)%(10.48)(1.54)nm
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic983,762995,573(1)%983,0811,007,517(2)%
Diluted983,762995,573(1)%983,0811,007,517(2)%
DIVIDENDS PER COMMON SHARE— — nm— 0.75 nm
Exclude: Special Items(1)
$2,078 3,494 (41)%10,491 3,112 nm
NET INCOME EXCLUDING SPECIAL ITEMS
$83 425 (80)%193 1,564 (88)%
DILUTED EARNINGS PER SHARE EXCLUDING SPECIAL ITEMS
$0.08 0.43 (81)%0.20 1.55 (87)%
(1) Excludes the Special Items described in the accompanying Non-GAAP Special Items table, net of the income tax effect thereof.
nm - Percentages greater than 200% and comparisons between positive and negative values are considered not meaningful.
10



Lumen Technologies, Inc.
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2023 AND DECEMBER 31, 2022
(UNAUDITED)
($ in millions)
December 31, 2023December 31, 2022
ASSETS
CURRENT ASSETS
Cash and cash equivalents$2,234 1,251 
Accounts receivable, less allowance of $67 and $85
1,318 1,508 
Assets held for sale104 1,889 
Other1,119 803 
   Total current assets4,775 5,451 
Property, plant and equipment, net of accumulated depreciation of $21,318 and $19,886
19,758 19,166 
GOODWILL AND OTHER ASSETS
Goodwill1,964 12,657 
Other intangible assets, net5,470 6,166 
Other, net2,051 2,172 
    Total goodwill and other assets9,485 20,995 
TOTAL ASSETS$34,018 45,612 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Current maturities of long-term debt$157 154 
Accounts payable1,134 1,044 
Accrued expenses and other liabilities
Salaries and benefits696 692 
Income and other taxes251 1,158 
Current operating lease liabilities268 344 
Interest168 181 
Other209 277 
Liabilities held for sale451 
Current portion of deferred revenue647 596 
    Total current liabilities3,534 4,897 
LONG-TERM DEBT19,831 20,418 
DEFERRED CREDITS AND OTHER LIABILITIES
Deferred income taxes, net3,127 3,163 
Benefit plan obligations, net2,490 2,391 
Deferred revenue1,969 1,758 
Other2,650 2,611 
Total deferred credits and other liabilities10,236 9,923 
STOCKHOLDERS' EQUITY
Common stock1,008 1,002 
Additional paid-in capital18,126 18,080 
Accumulated other comprehensive loss(810)(1,099)
Accumulated deficit(17,907)(7,609)
Total stockholders' equity417 10,374 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$34,018 45,612 
11



Lumen Technologies, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
TWELVE MONTHS ENDED DECEMBER 31, 2023 AND 2022
(UNAUDITED)
($ in millions)
Twelve months ended December 31,
20232022
OPERATING ACTIVITIES
Net loss$(10,298)(1,548)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization2,985 3,239 
Goodwill impairment10,693 3,271 
Net loss (gain) on sale of businesses
121 (113)
Loss on disposal group held for sale— 40 
Deferred income taxes(1,230)
Provision for uncollectible accounts100 133 
Net gain on early retirement of debt(618)(214)
Unrealized loss on investments97 191 
Stock-based compensation52 98 
Changes in current assets and liabilities, net(1,729)540 
Retirement benefits(1)46 
Changes in other noncurrent assets and liabilities, net730 258 
Other, net20 24 
Net cash provided by operating activities2,160 4,735 
INVESTING ACTIVITIES
Capital expenditures(3,100)(3,016)
Proceeds from sale of businesses1,746 8,369 
Proceeds from sale of property, plant and equipment and other assets165 120 
Other, net(12)
Net cash (used in) provided by investing activities
(1,201)5,476 
FINANCING ACTIVITIES
Payments of long-term debt(185)(8,093)
Net proceeds from (payments on) revolving line of credit
200 (200)
Dividends paid(11)(780)
Repurchases of common stock— (200)
Other, net(22)(40)
Net cash used in financing activities(18)(9,313)
Net increase in cash, cash equivalents and restricted cash
941 898 
Cash, cash equivalents and restricted cash at beginning of period 1,307 409 
Cash, cash equivalents and restricted cash at end of period$2,248 1,307 
Cash, cash equivalents and restricted cash:
Cash and cash equivalents$2,234 1,251 
Cash and cash equivalents and restricted cash included in assets held for sale— 44 
Restricted cash14 12 
Total$2,248 1,307 
12



Lumen Technologies, Inc.
OPERATING METRICS
(UNAUDITED)
Operating Metrics4Q233Q23
4Q22
Mass Markets broadband subscribers
(in thousands)
Fiber broadband subscribers916 896 832 
Other broadband subscribers(1)
1,842 1,940 2,205 
Mass Markets total broadband subscribers(2)
2,758 2,836 3,037 
Mass Markets broadband enabled units(3)
(in millions)
Fiber broadband enabled units3.7 3.5 3.1 
Other broadband enabled units18.1 18.2 18.7 
Mass Markets total broadband enabled units21.8 21.7 21.8 
(1) Other broadband subscribers are customers that primarily subscribe to lower speed copper-based broadband services marketed under the CenturyLink brand.
(2) Mass Markets broadband subscribers are customers that purchase broadband connection service through their existing telephone lines, stand-alone telephone lines, or fiber-optic cables. Our methodology for counting our Mass Markets broadband subscribers includes only those lines that we use to provide services to external customers and excludes lines used solely by us and our affiliates. It also excludes unbundled loops and includes stand-alone Mass Markets broadband subscribers. We count lines when we install the service. Other companies may use different methodologies.
(3) Represents the total number of units capable of receiving our broadband services at period end. Other companies may use different methodologies to count their broadband enabled units.
13



Description of Non-GAAP Metrics

Pursuant to Regulation G, the company is hereby providing definitions of non-GAAP financial metrics and reconciliations to the most directly comparable GAAP measures.

The following describes and reconciles those financial measures as reported under accounting principles generally accepted in the United States (GAAP) with those financial measures as adjusted by the items detailed below and presented in the accompanying news release. These calculations are not prepared in accordance with GAAP and should not be viewed as alternatives to GAAP. In keeping with its historical financial reporting practices, the company believes that the supplemental presentation of these calculations provides meaningful non-GAAP financial measures to help investors understand and compare business trends among different reporting periods on a consistent basis.

We use the term Special Items as a non-GAAP measure to describe items that impacted a period’s statement of operations for which investors may want to give special consideration due to their magnitude, nature or both. We do not call these items non-recurring because, while some are infrequent, others may recur in future periods.
Adjusted EBITDA ($) is defined as net income (loss) from the Statements of Operations before income tax (expense) benefit, total other income (expense), depreciation and amortization, stock-based compensation expense and impairments.
Adjusted EBITDA Margin (%) is defined as Adjusted EBITDA divided by total revenue.

Management believes that Adjusted EBITDA and Adjusted EBITDA Margin are relevant and useful metrics to provide to investors, as they are an important part of our internal reporting and are key measures used by management to evaluate profitability and operating performance of Lumen and to make resource allocation decisions. Management believes such measures are especially important in a capital-intensive industry such as telecommunications. Management also uses Adjusted EBITDA and Adjusted EBITDA Margin (and similarly uses these terms excluding Special Items) to compare our performance to that of our competitors and to eliminate certain non-cash and non-operating items in order to consistently measure from period to period our ability to fund capital expenditures, fund growth, service debt and determine bonuses. Adjusted EBITDA excludes non-cash stock compensation expense and impairments because of the non-cash nature of these items. Adjusted EBITDA also excludes interest income, interest expense and income taxes, and in our view constitutes an accrual-based measure that has the effect of excluding period-to-period changes in working capital and shows profitability without regard to the effects of capital or tax structure. Adjusted EBITDA also excludes depreciation and amortization expense because these non-cash expenses primarily reflect the impact of historical capital investments, as opposed to the cash impacts of capital expenditures made in recent periods, which may be evaluated through cash flow measures. Adjusted EBITDA further excludes the gain (or loss) on extinguishment and modification of debt and other income (expense), net, because these items are not related to the primary business operations of Lumen.

There are material limitations to using Adjusted EBITDA as a financial measure, including the difficulty associated with comparing companies that use similar performance measures whose calculations may differ from our calculations. Additionally, by excluding the above-listed items, Adjusted EBITDA may exclude items that investors believe are important components of our performance. Adjusted EBITDA and Adjusted EBITDA Margin (either with or without Special Items) should not be considered a substitute for other measures of financial performance reported in accordance with GAAP.

Unlevered Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures, plus cash interest paid and less interest income, all as disclosed in the Statements of Cash Flows or the Statements of Operations. Management believes that Unlevered Cash Flow is a relevant metric to provide to investors, because it reflects the operational performance of Lumen and, measured
14



over time, enables management and investors to monitor the underlying business’ growth pattern and ability to generate cash. Unlevered Cash Flow excludes cash used for acquisitions and debt service and the impact of exchange rate changes on cash and cash equivalents balances.

There are material limitations to using Unlevered Cash Flow to measure our cash performance as it excludes certain material items that investors may believe are important components of our cash flows. Comparisons of our Unlevered Cash Flow to that of some of our competitors may be of limited usefulness. Additionally, this financial measure is subject to variability quarter over quarter as a result of the timing of payments related to accounts receivable, accounts payable, payroll and capital expenditures. Unlevered Cash Flow should not be used as a substitute for net change in cash, cash equivalents and restricted cash in the Consolidated Statements of Cash Flows.

Free Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures as disclosed in the Statements of Cash Flows. Management believes that Free Cash Flow is a relevant metric to provide to investors, as it is an indicator of our ability to generate cash to service our debt. Free Cash Flow excludes cash used for acquisitions, principal repayments and the impact of exchange rate changes on cash and cash equivalents balances.

There are material limitations to using Free Cash Flow to measure our performance as it excludes certain material items that investors may believe are important components of our cash flows. Comparisons of our Free Cash Flow to that of some of our competitors may be of limited usefulness since until recently we did not pay a significant amount of income taxes due to net operating loss carryforwards, and therefore generated higher cash flow than a comparable business that does pay income taxes. Additionally, this financial measure is subject to variability quarter over quarter as a result of the timing of payments related to interest expense, accounts receivable, accounts payable, payroll and capital expenditures. Free Cash Flow should not be used as a substitute for net change in cash, cash equivalents and restricted cash on the Consolidated Statements of Cash Flows.

Net Debt is defined as Long-Term Debt (excluding unamortized discounts or premiums, net and unamortized debt issuance costs) minus Cash and Cash Equivalents.
15



Lumen Technologies, Inc.
Non-GAAP Special Items
(UNAUDITED)
($ in millions)
Actual QTDActual YTD
Special Items Impacting Adjusted EBITDA4Q234Q224Q234Q22
Severance$53 10 74 12 
Consumer and other litigation— (3)(3)
Net loss (gain) on sale of businesses(1)
480 121 (113)
Loss on disposal group held for sale— 40 — 40 
Transaction and separation costs(2)
41 53 108 219 
Net loss on sale of select CDN contracts73 — 73 — 
Real estate transactions(3)
34 — 109 — 
Total Special Items impacting Adjusted EBITDA$211 583 482 155 
Actual QTDActual YTD
Special Items Impacting Net (Loss) Income4Q234Q224Q234Q22
Severance$53 10 74 12 
Consumer and other litigation— (3)(3)
Goodwill impairment1,900 3,271 10,693 3,271 
Net loss (gain) on sale of businesses(1)
480 121 (113)
Loss on disposal group held for sale— 40 — 40 
Net gain on early retirement of debt(4)
— (205)(618)(214)
Transaction and separation costs(2)
41 53 108 219 
Net loss on sale of select CDN contracts73 — 73 — 
Real estate transactions(3)
34 — 109 — 
Expense (income) from transition and separation services(5)
22 (82)(128)(152)
Total Special Items impacting Net (Loss) Income2,133 3,567 10,429 3,060 
Income tax effect of Special Items(6)
(55)(73)62 52 
Total Special Items impacting Net (Loss) Income, net of tax$2,078 3,494 10,491 3,112 
Actual QTDActual YTD
Special Items Impacting Cash Flows4Q234Q224Q234Q22
Severance$48 67 37 
Consumer and other litigation— — (3)— 
Pension contribution(7)
— — — 319 
Transaction and separation costs(2)
70 142 147 282 
Income from transition and separation services(5)
(31)(31)(149)(97)
Total Special Items impacting Cash Flows$87 118 62 541 
(1) Reflects primarily (i) the pre-tax gain of $597 million recorded in operating income as a result of our Latin American business divestiture completed Aug. 1, 2022, (ii) the pre-tax gain of $176 million recorded in operating income as a result of our 20-state ILEC business divestiture completed Oct. 3, 2022 and (iii) the net loss of $102 million recorded for the year ended 2023 operating income and $660 million recorded for the year ended 2022 operating income as a result of our EMEA business divestiture completed Nov. 1, 2023.
(2) Transaction and separation costs associated with (i) the sale of our Latin American business on Aug. 1, 2022, (ii) the sale of our 20-state ILEC business on Oct. 3, 2022, (iii) the sale of our EMEA business on Nov. 1, 2023 and (iv) our evaluation of other potential transactions.
(3) Real estate transactions include the Q2 and Q4 2023 loss on donation of real estate and acceleration of costs associated with our real estate rationalization program.
(4) Reflects a gain as a result of (i) $19 million of debt exchanges in Q2 2023, (ii) $1.5 billion of debt exchanges in Q1 2023, (iii) $4.4 billion in early debt retirement in Q4 2022 and (iv) $2.3 billion in early debt retirement in Q3 2022. There were no comparable gains or losses during Q4 2023,Q3 2023, Q2 2022 or Q1 2022.                                            
(5) Income from transition and separation services includes charges we billed for transition services and IT professional services provided to the purchasers in connection with our 2022 and 2023 divestitures.
(6) Tax effect calculated using the annualized effective statutory tax rate, excluding any non-recurring discrete items, which was 23.5% for all quarters of 2023 and 24.6% for all quarters of 2022.
(7) Cash pension contribution following a revaluation of the pension obligation and pension assets for the Lumen Pension Plan, in connection with the closing of the sale of the 20-state ILEC business on Oct. 3, 2022.
16



Lumen Technologies, Inc.
Non-GAAP Cash Flow Reconciliation
(UNAUDITED)
($ in millions)
Actual QTDActual YTD
4Q234Q224Q234Q22
Net cash provided by operating activities(1)
$784 841 2,160 4,735 
Capital expenditures(821)(833)(3,100)(3,016)
Free Cash Flow(1)
(37)8 (940)1,719 
Cash interest paid252 273 1,138 1,365 
Interest income(19)(17)(40)(25)
Unlevered Cash Flow(1)
$196 264 158 3,059 
Free Cash Flow(1)
$(37)8 (940)1,719 
Add back: Severance(2)
48 67 37 
Remove: Consumer and other litigation(2)
— — (3)— 
Add back: Pension contribution(2)
— — — 319 
Add back: Transaction and separation costs(2)
70 142 147 282 
Remove: Income from transition and separation services(2)
(31)(31)(149)(97)
Free Cash Flow excluding cash Special Items(1)
$50 126 (878)2,260 
Unlevered Cash Flow(1)
$196 264 158 3,059 
Add back: Severance(2)
48 67 37 
Remove: Consumer and other litigation(2)
— — (3)— 
Add back: Pension contribution(2)
— — — 319 
Add back: Transaction and separation costs(2)
70 142 147 282 
Remove: Income from transition and separation services(2)
(31)(31)(149)(97)
Unlevered Cash Flow excluding cash Special Items(1)
$283 382 220 3,600 
(1) Includes the impact of (i) $938 million in cash tax payments in Q2 2023 and (ii) $90 million in cash tax payments in Q1 2023 related to our divestitures completed on Aug. 1, 2022 and Oct. 3, 2022.
(2) Refer to Non-GAAP Special Items table for details of the Special Items impacting cash included above.

17



Lumen Technologies, Inc.
Adjusted EBITDA Non-GAAP Reconciliation
(UNAUDITED)
($ in millions)
Actual QTDActual YTD
4Q234Q224Q234Q22
Net loss
$(1,995)(3,069)(10,298)(1,548)
Income tax (benefit) expense
(147)(113)61 557 
Total other expense (income), net366 (102)653 1,086 
Depreciation and amortization expense751 796 2,985 3,239 
Stock-based compensation expense13 27 52 98 
Goodwill impairment1,900 3,271 10,693 3,271 
Adjusted EBITDA(1)
$888 810 4,146 6,703 
Add back: Severance(2)
53 10 74 12 
Add back: Consumer and other litigation(2)
— (3)(3)
Add back: Net loss (gain) on sale of businesses(2)
480 121 (113)
Add back: Loss on disposal group held for sale(2)
— 40 — 40 
Add back: Transaction and separation costs(2)
41 53 108 219 
Add back: Net loss on sale of select CDN contracts(2)
73 — 73 — 
Add back: Real estate transaction costs(2)
34 — 109 — 
Adjusted EBITDA excluding Special Items(1)
$1,099 1,393 4,628 6,858 
Net income excluding Special Items(2)
$83 425 193 1,564 
Total revenue$3,517 3,800 14,557 17,478 
Net Loss Margin
(56.7)%(80.8)%(70.7)%(8.9)%
Net Income Margin, excluding Special Items
2.4 %11.2 %1.3 %8.9 %
Adjusted EBITDA Margin25.2 %21.3 %28.5 %38.4 %
Adjusted EBITDA Margin excluding Special Items31.2 %36.7 %31.8 %39.2 %
(1) Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2023 include the financial impacts of the EMEA business divested on Nov. 1, 2023. Adjusted EBITDA and Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2022 include the financial impacts of (i) the Latin American business divested on Aug. 1, 2022, the 20-state ILEC business divested on Oct. 3, 2022 and the EMEA business divested on Nov. 1, 2023 and (ii) the CAF Phase II program, which lapsed on Dec. 31, 2021. Adjusted EBITDA excluding Special Items for the fourth quarter and full year 2023 and 2022 include the financial impacts from the post-closing commercial agreements with the purchasers of the divested businesses. Refer to footnote 1 on the first page of this release for details.
(2) Refer to Non-GAAP Special Items table for details of the Special Items included above.
18




Outlook

To enhance the information in our outlook with respect to non-GAAP metrics, we are providing a range for certain GAAP measures that are components of the reconciliation of the non-GAAP metrics. The provision of these ranges is in no way meant to indicate that Lumen is explicitly or implicitly providing an outlook on those GAAP components of the reconciliation. In order to reconcile the non-GAAP financial metric to GAAP, Lumen has to use ranges for the GAAP components that arithmetically add up to the non-GAAP financial metric. While Lumen believes that it has used reasonable assumptions in connection with developing the outlook for its non-GAAP financial metrics, it fully expects that the ranges used for the GAAP components will vary from actual results. We will consider our outlook of non-GAAP financial metrics to be accurate if the specific non-GAAP metric is met or exceeded, even if the GAAP components of the reconciliation are different from those provided in an earlier reconciliation.
Lumen Technologies, Inc.
2024 OUTLOOK (1) (2) (3) (4)
(UNAUDITED)
($ in millions)
Adjusted EBITDA Outlook
Twelve Months Ended December 31, 2024
Range
LowHigh
Net (loss) income
$(100)400 
Income tax expense50 250 
Total other expense, net1,190 920 
Depreciation and amortization expense2,900 2,700 
Stock-based compensation expense60 30 
Adjusted EBITDA$4,100 4,300 
Free Cash Flow Outlook
Twelve Months Ended December 31, 2024
Range
LowHigh
Net cash provided by operating activities$2,800 3,200 
Capital expenditures(2,700)(2,900)
Free Cash Flow$100 300 

(1) For definitions of non-GAAP metrics and reconciliation to GAAP figures, see the above schedules and our Investor Relations website.

(2) Outlook measures in this chart (i) exclude the effects of Special Items, goodwill impairments, future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of Feb. 6, 2024. See “Forward-Looking Statements.”

(3) Assumes no discretionary pension plan contributions during 2024.

(4) Includes an approximately $700 million tax refund received during the first quarter 2024.

19

Fourth Quarter 2023 Results FEBRUARY 6, 2024


 
© 2024 Lumen Technologies. All Rights Reserved. 1 Forward-Looking Statements Except for historical and factual information, the matters set forth in this presentation and other of our oral or written statements identified by words such as “estimates,” “expects,” “anticipates,” “believes,” “plans,” “intends,” “will,” and similar expressions are forward-looking statements as defined by the federal securities laws, and are subject to the “safe harbor” protections thereunder. These forward-looking statements are not guarantees of future results and are based on current expectations only, are inherently speculative, and are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected or implied by us in those statements if one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect. Factors that could affect actual results include but are not limited to: our ability to consummate the transactions contemplated by our amended and restated transaction support agreement entered into on January 22, 2024 (the “TSA”) on the currently expected timeline or at all, including the ability of the parties to successfully negotiate definitive agreements with respect to the matters covered by the term sheet included therein and the occurrence of events that may give rise to failure to satisfy any of the conditions to consummating such transactions or a right of any of the parties to terminate the TSA; the effects of intense competition from a wide variety of competitive providers, including decreased demand for our more mature service offerings and increased pricing pressures; the effects of new, emerging or competing technologies, including those that could make our products less desirable or obsolete; our ability to successfully and timely attain our key operating imperatives, including simplifying and consolidating our network, simplifying and automating our service support systems, attaining our Quantum Fiber buildout schedule, replacing aging or obsolete plant and equipment, strengthening our relationships with customers and attaining projected cost savings; our ability to safeguard our network, and to avoid the adverse impact of cyber-attacks, security breaches, service outages, system failures, or similar events impacting our network or the availability and quality of our services; the effects of ongoing changes in the regulation of the communications industry, including the outcome of legislative, regulatory or judicial proceedings relating to content liability standards, intercarrier compensation, universal service, service standards, broadband deployment, data protection, privacy and net neutrality; our ability to generate cash flows sufficient to fund our financial commitments and objectives, including our capital expenditures, operating costs, debt repayments, taxes, pension contributions and other benefits payments; our ability to effectively retain and hire key personnel and to successfully negotiate collective bargaining agreements on reasonable terms without work stoppages; our ability to successfully adjust to changes in customer demand for our products and services, including increased demand for high-speed data transmission services and artificial intelligence services; our ability to successfully maintain the quality and profitability of our existing product and service offerings, to introduce profitable new offerings on a timely and cost-effective basis and to transition customers from our legacy products to our newer offerings; our ability to successfully and timely implement our corporate strategies, including our deleveraging and buildout strategies; our ability to successfully and timely realize the anticipated benefits from our 2022 and 2023 divestitures, and to successfully operate and transform our remaining business; changes in our operating plans, corporate strategies, or capital allocation plans, whether based upon changes in our cash flows, cash requirements, financial performance, financial position, market or regulatory conditions, or otherwise; the impact of any future material acquisitions or divestitures that we may transact; the negative impact of increases in the costs of our pension, healthcare, post-employment or other benefits, including those caused by changes in markets, interest rates, mortality rates, demographics or regulations; the potential negative impact of customer and shareholder complaints, government investigations, security breaches or service outages impacting us or our industry; adverse changes in our access to credit markets on favorable terms, whether caused by changes in our financial position, lower credit ratings, unstable markets, debt covenant restrictions or otherwise; our ability to meet the terms and conditions of our debt obligations and covenants, including our ability to make transfers of cash in compliance therewith; the impact of any purported notice of default or notice of acceleration arising from alleged breach of covenants under our credit documents; our ability to maintain favorable relations with our security holders, key business partners, suppliers, vendors, landlords and lenders; our ability to timely obtain necessary hardware, software, equipment, services, governmental permits and other items on favorable terms; our ability to meet evolving environmental, social and governance ("ESG") expectations and benchmarks, and effectively communicate and implement our ESG strategies; the potential adverse effects arising out of allegations regarding the release of hazardous materials into the environment from network assets owned or operated by us or our predecessors, including any resulting governmental actions, removal costs, litigation, compliance costs or penalties; our ability to collect our receivables from, or continue to do business with, financially-troubled customers; our ability to continue to use or renew intellectual property used to conduct our operations; any adverse developments in legal or regulatory proceedings involving us; changes in tax, pension, healthcare or other laws or regulations, in governmental support programs, or in general government funding levels, including those arising from governmental programs promoting broadband development; our ability to use our net operating loss carryforwards in the amounts projected; the effects of changes in accounting policies, practices or assumptions, including changes that could potentially require additional future impairment charges; the effects of adverse weather, terrorism, epidemics, pandemics, rioting, vandalism, societal unrest, or other natural or man-made disasters or disturbances; the potential adverse effects if our internal controls over financial reporting have weaknesses or deficiencies, or otherwise fail to operate as intended; the effects of changes in interest rates or inflation; the effects of more general factors such as changes in exchange rates, in operating costs, in public policy, in the views of financial analysts, or in general market, labor, economic, public health or geopolitical conditions; and other risks referenced from time to time in our filings with the U.S. Securities and Exchange Commission. You are cautioned not to unduly rely upon our forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update or revise any forward-looking statements for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise. Furthermore, any information about our intentions contained in any of our forward-looking statements reflects our intentions as of the date of such forward-looking statement, and is based upon, among other things, existing regulatory, technological, industry, competitive, economic and market conditions, and our assumptions, as of such date. We may change our intentions, strategies or plans (including our capital allocation plans) at any time without notice, based upon any changes in such factors, in our assumptions or otherwise.


 
© 2024 Lumen Technologies. All Rights Reserved. 2 Non-GAAP Measures This presentation includes certain historical and forward-looking non-GAAP financial measures, including but not limited to adjusted EBITDA, adjusted EBITDA margin, net-debt-to-adjusted-EBITDA and free cash flow, each excluding the effects of special items, and adjustments to GAAP and other non-GAAP measures to exclude the effect of special items. In addition to providing key metrics for management to evaluate the company’s performance, we believe these measurements assist investors in their understanding of period-to-period operating performance and in identifying historical and prospective trends. Reconciliations of non-GAAP financial measures to the most comparable GAAP measures are included in the financial schedules to the Company’s accompanying earnings release. Reconciliation of information and additional non-GAAP historical financial measures that may be discussed during the call, along with further descriptions of non-GAAP financial measures, will be available in the Investor Relations portion of the company’s website at http://ir.lumen.com. Non-GAAP measures are not presented to be replacements or alternatives to the GAAP measures, and investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP. Lumen may present or calculate its non-GAAP measures differently from other companies.


 
KATE JOHNSON President & CEO


 
© 2024 Lumen Technologies. All Rights Reserved. 4 Disrupting Traditional Telecom & Powering the Digital Economy Slide Title Executing Our Transformation Igniting New Growth Fueling Proprietary Innovation & Tapping New Profit Pools Executing Turnaround Drove Momentum in 2023, Securing the Base & Returning to Growth in 2025 Bolstering our Runway Amended TSA Will, When Completed, Extend Debt Maturities & Secure Liquidity(1) (1) The completion of the TSA transactions remains subject to the satisfaction of limited closing conditions, and there can be no assurance that the TSA transactions will be consummated on the timeline currently expected or at all.


 
© 2024 Lumen Technologies. All Rights Reserved. 5 The Path of Disruption Legacy Business Wireline CommunicationInternet Access Voice Simple, point-to-point connectivity, transaction based Data Transfer E-Commerce Digital Economy Landscape Complex, multi-layered, outcome based AI/ML AR/VR SaaS Big Data Apps & Services Hybrid Cloud Edge Security Connected cities Streaming Data migration Digital self-service Dynamic Scaling Networks Need to Support the Digital Economy 5


 
© 2024 Lumen Technologies. All Rights Reserved. 6 Core Network & Services Powered by Lumen’s world class fiber network & associated services Differentiated Customer Experience (CX) A simple, unified, digital CX giving enterprise customers network capabilities needed for today’s applications Fiber Infrastructure Dark Fiber Space & Power Colocation IP VPN Ethernet SD WANWaves NaaS Digital, Dynamic Experiences Security Private & Secure Edge Fabric Ubiquity & Proximity ExaSwitch Friction Free, High Capacity AIOps Lumen built an AIOps engine that our customers use to manage reachable WAN, IT and OT endpoints The Lumen Digital Platform


 
CHRIS STANSBURY EVP & CFO


 
© 2024 Lumen Technologies. All Rights Reserved. 8 ~$9 Billion In Debt Maturity Through 2027 to be Addressed Following Completion of TSA Transactions at Current Participation Levels(2) Strengthening Our Balance Sheet(1) Reported Debt Maturity Profile $11.6 $2.6 $1.0 ($ in billions) Lumen and QwestLevel 3 Debt Maturity Profile Following Consummation of TSA Transactions at Current Participation Levels(2) (1) All debt maturity profiles are based on Lumen’s debt outstanding excluding RCF and finance leases as of Dec. 31, 2023. (2) Final maturity profile subject to adjustment, including for ongoing reconciliation and for additional participation in certain term loan transactions, which the Company intends to make available to all holders in connection with the consummation of such transactions. The completion of the TSA transactions remains subject to the satisfaction of limited closing conditions, and there can be no assurance that the TSA transactions will be consummated on the timeline currently expected or at all. (3) Assumes that, following completion of the TSA transactions, the Company addresses certain non-participating secured debt maturing through 2027, including by utilizing covenant capacity. Debt Maturity Profile Addressing 100% of Secured Debt Maturing Through 2027 Following Consummation of TSA Transactions & Potential Follow- On Transactions(2)(3) New Revolving Credit Facility of ~$1 Billion Secured


 
4Q23 Year-Over-Year Total Reported Revenue Bridge ~39% of Decline Due to Divestitures, Net of Post-Closing Commercial Agreements and CDN Contracts Sold (1) The Company believes that these figures will allow analysts and investors to understand (i) the amounts associated with the divestitures and the impact that it had on the Company's revenue generating activities in the fourth quarter of 2023 and 2022 in relation to the Company’s past, but not current or future, financial performance and (ii) the impact that the post-closing agreements have had on the Company's activities in the fourth quarter of 2022 and 2023 and its current financial performance. (2) Calculated by combining the impacts from Divestitures & Post-Closing Commercial Agreements and CDN Contracts Sold and showing them as a percent of the total dollar change from 4Q22 Reported Revenue to 4Q23 Reported Revenue. Y/Y% Change4Q23($ in millions) (7.2%)$2,788Business (8.3%)$729Mass Markets (7.4%)$3,517Total $6 (1) ($96) ~39%(2) $3,800 9


 
© 2024 Lumen Technologies. All Rights Reserved. 10 % TotalQ/Q% Change Y/Y% Change4Q23($ in millions) 40%0.9%5.7%$756Grow 30%(2.9%)(9.7%)$575Nurture 17%(0.6%)(10.4%)$320Harvest 87%(0.7%)(3.4%)$1,651Subtotal 13%19.7%31.7%$237Other(3) 100%1.5%(0.1%)$1,888N.A. Enterprise Q/Q% Change Y/Y% Change4Q23($ in millions) (1.8%)(3.6%)$903Large Enterprise (1.4%)(6.0%)$490Mid-Market Enterprise 11.5%14.8%$495Public Sector 1.5%(0.1%)$1,888N.A. Enterprise (3.8%)(11.2%)$740Wholesale(1) (0.1%)(3.5%)$2,628N.A. Total Business(1) (39.4%)(43.5%)$160International & Other(1)(2) (3.7%)(7.2%)$2,788Total Business(1)(2) (2.4%)(8.3%)$729Total Mass Markets (3.4%)(7.4%)$3,517Total Revenue(1)(2) 4Q23 Total Reported Revenue (1) 4Q23 results were impacted by the sale of Lumen’s EMEA business on November 1, 2023. Please see Lumen’s accompanying Financial Trending Schedule for impacts from post-closing commercial agreements and divestitures. (2) International & Other includes all Content Deliver Network “CDN” revenue. 4Q23 results were impacted by the sale of select CDN customer contracts announced October 10, 2023. (3) Other revenue includes Equipment and IT Solutions revenue. Improvement in Public Sector and Mid-Market Enterprise Channels


 
© 2024 Lumen Technologies. All Rights Reserved. 11 4Q23 Mass Markets Revenue (1) Other Broadband revenue primarily includes revenue from lower speed copper-based broadband services marketed under the CenturyLink brand. % TotalY/Y% Change4Q23Revenue ($ in millions) 23%11.5%$165Fiber Broadband 45%(12.5%)$330Other Broadband(1) 32%(13.3%)$234Voice & Other 100%(8.3%)$729Total Mass Markets Strong Fiber Broadband Revenue Growth 28% 29% 31% 32% 33% 4Q22 1Q23 2Q23 3Q23 4Q23 Fiber Revenue Contribution to Total Broadband


 
4Q23 Mass Markets Broadband Metrics 126K Fiber-Enabled Location Adds Q/Q >+60 Average NPS score on Quantum Fiber ~$61 Fiber Broadband ARPU (1) For more information on how we calculate enabled locations and subscribers, see our accompanying earnings release. Enabled 516K Fiber Locations in 2023 Q/Q Change Y/Y Change 4Q23Fiber(1) 126K516K3.7MEnabled Locations 20K84K916KSubscribers Q/Q Change Y/Y Change 4Q23Other(1) (73K)(597K)18.1MEnabled Locations (98K)(363K)1.8MSubscribers 12


 
~9%(2) 4Q23 Year-Over-Year Adjusted EBITDA Bridge ~9% of Decline Due to Divestitures, Net of Post-Closing Commercial Agreements and CDN Contracts Sold $3 (1) ($13) (1) The Company believes that these figures will allow analysts and investors to understand (i) the amounts associated with the divestitures and the impact that it had on the Company's revenue generating activities in the fourth quarter of 2022 and 2023 in relation to the Company’s past, but not current or future, financial performance and (ii) the impact that the post-closing agreements have had on the Company's activities in the fourth quarter of 2022 and 2023 and its current financial performance. (2) Calculated by combining the impacts from Divestitures & Post-Closing Commercial Agreements and CDN Contracts Sold and showing them as a percent of the total dollar change from 4Q22 Adjusted EBITDA to 4Q23 Adjusted EBITDA. Y/Y% Change4Q23($ in millions) (7.4%)$3,517Total Revenue (21.1%)$1,099Adjusted EBITDA (541 bps)31.2%Adj. EBITDA Margin 13


 
Consolidated Cash Flow Summary 14 4Q23($ in millions) $784Cash Flow from Operations $821Capital Expenditures $50Free Cash Flow $233Net Cash Interest Key Metrics


 
© 2024 Lumen Technologies. All Rights Reserved. 15 2024 Adjusted EBITDA Outlook (7%) to (11%) $4,100 to $4,300 ($100) to ($250) ($ in millions and % in Y/Y) ($175) to ($225) Approx. $50 (2%) to (5%) (4%) to (5%) Approx. (1%) Expected Organic Decline Improvement of ~600 Basis Points(1) Versus 2023 Outlook (1) Calculated as the difference between the year-over-year percentage based on the mid-point of Organic Declines expected in 2023 as detailed in Lumen’s 4Q23 Earnings Presentation issued on Feb. 7, 2023 and the year-over-year percentage based on the mid-point of Organic Declines expected in 2024 as shown above.


 
© 2024 Lumen Technologies. All Rights Reserved. 16 Slide Title 2024 Financial Outlook (1) For definitions of non-GAAP metrics and reconciliations to GAAP figures, see Lumen’s Investor Relations website. (2) Outlook measures in this presentation and the accompanying schedules (i) exclude the effects of Special Items, goodwill impairments, future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of February 6, 2024. See “Forward Looking Statements” at the beginning of this presentation. (3) Assumes no discretionary pension plan contributions during 2024. (4) Includes an approximately $700 million tax refund received during the first quarter 2024. OutlookMetric(1)(2) $4.1 to $4.3 billionAdjusted EBITDA $100 to $300 millionFree Cash Flow(3)(4) $1.25 to $1.35 billionNet Cash Interest $2.7 to $2.9 billionCapital Expenditures ($200) to ($300) millionCash Income Taxes/(Refund)(4)


 


 
v3.24.0.1
Cover Page Document
Feb. 06, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Feb. 06, 2024
Entity Registrant Name Lumen Technologies, Inc.
Entity Incorporation, State or Country Code LA
Entity File Number 001-7784
Entity Tax Identification Number 72-0651161
Entity Address, Address Line One 100 CenturyLink Drive
Entity Address, City or Town Monroe,
Entity Address, State or Province LA
Entity Address, Postal Zip Code 71203
City Area Code 318
Local Phone Number 388-9000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000018926
Common Stock  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, par value $1.00 per share
Trading Symbol LUMN
Security Exchange Name NYSE
Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock Purchase Rights
Trading Symbol N/A
Security Exchange Name NYSE

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