CTL CenturyLink, Inc.

Risks

• Our failure to simplify our service support systems could adversely impact our competitive position.
• We may not be able to compete successfully against current or future competitors.
• Rapid technological changes could significantly impact our competitive and financial position.
• Several of our services continue to experience declining revenue, and our efforts to offset these declines may not be successful.
• Our failure to meet the evolving needs of our customers could adversely impact our competitive position.
• Our failure to strengthen our relations with our customers could harm our competitive position.
• We could experience difficulties in consolidating, integrating, updating and simplifying our technical infrastructure.
• We may not be able to successfully adjust to changes in our industry, our markets and our product mix.
• Our revenue and cash flows from operating activities may not be adequate to fund all of our cash requirements.
• We could be harmed by security breaches or other significant disruptions or failures of networks, information technology infrastructure or related systems owned or operated by us.
• Negative publicity may adversely impact us.
• Market prices for many of our services have decreased in the past, and any similar price decreases in the future will adversely affect our revenue and margins.
• Our future growth potential will depend in part on the continued development and expansion of the Internet.
• Our failure to hire and retain qualified personnel could harm our business.
• Increases in broadband usage may cause network capacity limitations, resulting in service disruptions, reduced capacity or slower transmission speeds for our customers.
• We have been accused of infringing the intellectual property rights of others and will likely face similar accusations in the future, which could subject us to costly and time-consuming litigation or require us to seek third-party licenses.
• We may not be successful in protecting and enforcing our intellectual property rights.
• Our operations, financial performance and liquidity are materially reliant on various third parties.
• Violating our government contracts could have other serious consequences.
• If we fail to extend or renegotiate our collective bargaining agreements with our labor unions as they expire from time to time, or if our unionized employees were to engage in a strike or other work stoppage, our business and operating results could be materially harmed.
• Portions of our property, plant and equipment are located on property owned by third parties.
• Our business customers may seek to shift risk to us.
• Our international operations expose us to various regulatory, currency, tax, legal and other risks.
• Certain of our international operations are conducted in countries or regions experiencing corruption or instability, which subjects us to heightened legal and economic risks.
• We are exposed to currency exchange rate risks and currency transfer restrictions and our results may suffer due to currency translations and re-measurements.
• We expect rising costs and other industry changes will continue to adversely impact our video business.
• We may not be able in the future to acquire new businesses on attractive terms.
• Any additional future acquisitions or strategic investments by us would subject us to additional business, operating and financial risks, the impact of which cannot presently be evaluated, and could adversely impact our capital structure or financial position.
• We may not be able to dispose of assets or asset groups on terms that are attractive to us, or at all.
• Unfavorable general economic conditions could negatively impact our operating results and financial condition.
• We expect to continue to incur substantial expenses related to the Level 3 combination.
• We may be unable to integrate successfully our incumbent business and Level 3’s business and realize the anticipated benefits of the combination.
• We may be unable to retain key employees.
• We may be unable to obtain security clearances necessary to perform certain Level 3 government contracts.
• We operate in a highly regulated industry and are therefore exposed to restrictions on our operations and a variety of risks relating to such regulation.
• Our participation in the FCC's Connect America Fund ("CAF") Phase II support program poses certain risks.
• Regulation of the Internet could limit our ability to operate our broadband business profitably and to manage our broadband facilities efficiently.
• We may be liable for the material that content providers or distributors distribute over our network.
• Our pending legal proceedings could have a material adverse impact on our financial condition and operating results, the trading price of our securities and our ability to access the capital markets.
• We are subject to franchising requirements that could impede our expansion opportunities or result in potential fines or penalties.
• We are exposed to risks arising out of recent legislation affecting U.S. public companies.
• Changes in any of the above-described laws or regulations may limit our ability to plan, and could subject us to further costs or constraints.
• Our high debt levels expose us to a broad range of risks.
• Subject to certain limitations, our current debt agreements and the debt agreements of our subsidiaries allow us to incur additional debt, which could exacerbate the other risks described in this report.
• We expect to periodically require financing, and we cannot assure you that we will be able to obtain such financing on terms that are acceptable to us, or at all.
• Any downgrade in the credit ratings of us or our affiliates could limit our ability to obtain future financing, increase our borrowing costs and adversely affect the market price of our existing debt securities or otherwise impair our business, financial condition and results of operations.
• Under our debt agreements, a change of control of us or certain of our affiliates could have certain adverse ramifications.
• Our business requires us to incur substantial capital and operating expenses, which reduces our available free cash flow.
• As a holding company, we rely on payments from our operating companies to meet our obligations.
• We cannot assure you that we will continue paying dividends at the current rates, or at all.
• Our current dividend practices could limit our ability to deploy cash for other beneficial purposes.
• We cannot assure you whether, when or in what amounts we will be able to use our net operating loss carryforwards, or when they will be depleted.
• Increases in costs for pension and healthcare benefits for our active and retired employees may reduce our profitability and increase our funding commitments.
• We face risks from natural disasters, which can disrupt our operations and cause us to incur substantial additional capital and operating costs.
• Terrorist attacks and other acts of violence or war may adversely affect the financial markets and our business.
• If conditions or assumptions differ from the judgments, assumptions or estimates used in our critical accounting policies or forward-looking statements, our consolidated financial statements and related disclosures could be materially affected.
• We identified material weaknesses in our internal control over financial reporting as of December 31, 2018, and the occurrence of this or any other future material weakness or significant deficiencies could have a material adverse effect on us.
• Lapses in disclosure controls and procedures or internal control over financial reporting could materially and adversely affect our operations, profitability or reputation.
• If our goodwill or other intangible assets become impaired, we may be required to record a significant charge to earnings and reduce our stockholders' equity.
• Shareholder Activism Efforts Could Cause a Material Disruption to Our Business
• The Tax Cuts and Jobs Act will have a substantial impact on us.
• Additional changes in tax laws or tax audits could adversely affect us.
• The trading price of our common stock could be reduced if a large number of shares of our common stock are sold in the public market.
• The rights agreement that we entered into to protect our ability to use our accumulated NOLs could discourage third parties from seeking strategic transactions with us that could be beneficial to our shareholders.
• Our other agreements and organizational documents and applicable law could similarly limit another party’s ability to acquire us.