Leap Wireless, T-Mobile strike deal to swap spectrum, pending FCC approval

Earlier today, Cricket's parent company Leap Wireless announced a deal that'd see its own Savary Island Wireless, T-Mobile and Cook Intlet/VS GSM VII GPS (itself a T-Mo venture) swap spectrum in a handful of markets. The agreement lets Leap Wireless inherit 10MHz of AWS waves in Phoenix, Houston, Galveston, and Brian-College Station, TX, while the Magenta carrier -- in partnership with Cook Intlet -- would receive spectrum in various markets within Alabama, Illinois, Missouri, Minnesota and Wisconsin. Leap's CEO Doug Hutcheson says the move's bound to help "provide us a longer term flexibility to offer a larger LTE channel." Of course, the pact still needs the OK from the FCC, thus the champagne bottles must remain on standby until then.

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Leap, Savary Island and T-Mobile Agree to Exchange Spectrum

Transaction Provides Leap with Additional Spectrum in Phoenix and Houston

SAN DIEGO, April 9, 2012 /PRNewswire/ -- Leap Wireless International, Inc. (NASDAQ: LEAP), a leading provider of innovative and value-driven wireless communications services, announced today that it has entered into definitive license exchange agreements with T-Mobile USA (T-Mobile), Cook Inlet/VS GSM VII PCS LLC, a joint venture between T-Mobile and Cook Inlet in which T-Mobile has a non-controlling majority interest (Cook Inlet), and Leap's non-controlled, majority-owned venture Savary Island Wireless, LLC (Savary Island) to exchange wireless spectrum in various markets.

(Logo: http://photos.prnewswire.com/prnh/20101220/MM20546LOGO-a)

The transaction would result in Leap acquiring 10 MHz of additional AWS spectrum in Phoenix, AZ and Houston, Galveston and Bryan-College Station, TX to supplement the spectrum Leap currently operates in those markets, among others. Leap and Savary Island have agreed to assign T-Mobile and Cook Inlet spectrum in various markets in Alabama, Illinois, Missouri, Minnesota and Wisconsin. The transactions also include intra-market exchanges between Leap, T-Mobile and Cook Inlet, in Philadelphia, Wilmington, Atlantic City and various markets in Texas and New Mexico, and between Leap and Cook Inlet in certain markets in Texas. Completion of the transaction is subject to regulatory approvals and other customary closing conditions.

"These transactions will enhance our spectrum depth in these markets and provide us longer term flexibility to offer a larger LTE channel. As we have previously announced, we plan to cover approximately two-thirds of our current network footprint with LTE technology over the next two to three years," said Doug Hutcheson, Leap's president and chief executive officer. "In addition the transactions will allow us to re-align spectrum in key markets into contiguous channels thereby optimizing our delivery of wireless services."

Financial details were not disclosed.

About Leap

Leap provides innovative, high-value wireless services to a young and ethnically diverse customer base. With the value of unlimited wireless services as the foundation of its business, Leap pioneered its Cricket service. Cricket products and services are available nationwide through company-owned stores, dealers, national retailers and at MyCricket.com. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, data and mobile Web services. Headquartered in San Diego, Calif., Leap is traded on the NASDAQ Global Select Market under the ticker symbol "LEAP." For more information, please visit www.leapwireless.com.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements reflect management's current expectations based on currently available operating, financial and competitive information, but are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those anticipated in or implied by the forward-looking statements. Our forward-looking statements include discussions regarding the timing of the closing of the spectrum transactions with T-Mobile and the other parties and our plans to launch LTE network technology, and are generally identified with words such as "will," "anticipate," "believe," "expect," "intend," "plan," "could," "may" and similar expressions. Risks, uncertainties and assumptions that could affect our forward-looking statements include, among other things, the grant and timing of regulatory approvals and the satisfaction or waiver of other closing conditions. More information about these and other risks, uncertainties and assumptions that could affect our forward-looking statements can be found in section entitled "Risk Factors" included in our periodic reports filed with the Securities and Exchange Commission ("SEC"), including our Annual Report on Form 10-K for the year ended December 31, 2011, filed with the SEC on February 21, 2012.

All forward-looking statements included in this news release should be considered in the context of these risks. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Investors and prospective investors are cautioned not to place undue reliance on our forward-looking statements.