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Leap Announces Sale of Tower Assets to Mountain Union Telecom; Sale Maximizes Assets' Value and Improves Company's Cash Position

SAN DIEGO--(BUSINESS WIRE)--March 15, 2005--Leap Wireless International, Inc. (OTCBB:LEAP), a leading provider of innovative and value-driven wireless communications services, today announced that the Company signed a definitive agreement with Mountain Union Telecom, LLC (Mountain Union), an owner and operator of communication towers, for the sale of 142 Leap-owned cell towers and cell tower related assets to Mountain Union for approximately $18 million.

Under the terms of the agreement, which is expected to close later this year, Leap will lease-back space at the tower sites under a long term lease arrangement of $1,500 per site/month, with an initial term of 10 years. The assets that will be sold or assigned include cell towers, related tower site equipment and infrastructure, the underlying lease for the tower site property, and all co-location leases from other users on the towers being sold. Daniels & Associates, the Denver-based telecommunications and media mergers & acquisitions and corporate finance specialist, represented Leap in the transaction. Finalization of the sale is subject to completion of the purchaser's due diligence with respect to the specific tower assets being sold and other conditions customary for a sale of this type.

"We are pleased with the terms of the tower and asset sale/lease agreement with Mountain Union," stated Doug Hutcheson, Leap's president and chief executive officer. "At the conclusion of a thorough review of our business operations, we decided that cell tower ownership and management of co-location tenants should not be a primary strategic focus. The sale and lease arrangement with Mountain Union will enable us to utilize this network infrastructure in the most efficient and productive manner possible, and improve our cash position and financial strength. We view this deal as a win for both parties and their customers."

"This acquisition will create significant strategic value for Mountain Union as well as enhance the value of our already existing western region assets," stated David Weisman, Mountain Union's president and chief executive officer. "We look forward to working with Leap Wireless as a valued customer on the acquired towers as well as on future new tower development opportunities which should be of mutual benefit to both of our Companies."

Headquartered in Alexandria, VA, Mountain Union Telecom, LLC owns, operates and manages tower sites serving the wireless telecommunications and broadcasting industries. The company has tower operations in four geographic clusters within the continental U.S. and Puerto Rico. Upon closing of the tower acquisition from Leap Wireless, the Company will own and operate more than 400 communication towers. Sansome Partners, LLC and Toronto Dominion Capital are equity sponsors of the Company.

About Leap

Leap, headquartered in San Diego, Calif., is a customer-focused company providing innovative mobile wireless services that are targeted to meet the needs of customers who are under-served by traditional communications companies. With a commitment to predictability, simplicity and value as the foundation of our business, Leap pioneered Cricket(R) service, a simple and affordable wireless alternative to traditional landline service. Cricket(R) service offers customers unlimited anytime minutes within the Cricket(R) calling area over a high-quality, all-digital CDMA network. Operating in 39 markets in 20 states stretching from New York to California, Cricket(R) service is available to customers in more than 840 different municipalities. For more information, please visit www.leapwireless.com.

Except for the historical information contained herein, this news release contains "forward-looking statements" reflecting management's current forecast of certain aspects of Leap's future. Some forward-looking statements can be identified by forward-looking words such as "believe," "think," "may," "could," "will," "estimate," "continue," "anticipate," "intend," "seek," "plan," "expect," "should," "would" and similar expressions. This news release is based on current information, which we have assessed but which by its nature is dynamic and subject to rapid and even abrupt changes. Our actual results could differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with our business. Factors that could cause actual results to differ include, but are not limited to:

-- our ability to attract and retain customers in an extremely competitive marketplace;

-- our ability to attract, motivate and retain an experienced workforce;

-- changes in economic conditions that could adversely affect the market for wireless services;

-- our ability to successfully acquire additional spectrum;

-- the impact of competitors' initiatives;

-- our ability to successfully execute service expansion plans;

-- failure of network systems to perform according to expectations;

-- our ability to comply with the covenants in our senior secured credit facilities;

-- failure of the Federal Communications Commission to approve the transfers of the licenses covered by our sale agreement with Verizon Wireless, or to approve the transfers to Cricket Licensee (Reauction), Inc. or to Alaska Native Broadband 1 License, LLC of the respective licenses for which each entity was the winning bidder in the FCC's Auction #58;

-- global political unrest, including the threat or occurrence of war or acts of terrorism; and

-- other factors detailed in the section entitled "Risk Factors" included in our Quarterly Report on Form 10-Q for the three months ended September 30, 2004, and in our other SEC filings.

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

Leap and the Leap logo design are trademarks of Leap Wireless International, Inc. Cricket is a registered trademark of Cricket Communications, Inc. Cricket +1, Cricket +2, Cricket Unlimited, Cricket Multi Value Plan, Cricket Clicks, and Jump are trademarks of Cricket Communications, Inc.

CONTACT: Leap Wireless International, Inc.
Kristin Atkins, 858-220-1060 (Media Relations)
Jim Seines, 858-882-6084 (Investor Relations)
Bock Communications, Inc.
Jessica Levy, 714-292-2990 (Media Relations)
SOURCE: Leap Wireless International, Inc.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding Leap Wireless International's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year.