Leap settles early tenders, gets needed consents for Cricket's notes

By Susanna Moon

Chicago, Nov. 19 - Leap Wireless International, Inc. said it completed early settlement of the tender offer by its operating subsidiary Cricket Communications, Inc. to purchase its $1.1 billion principal amount of outstanding 9 3/8% senior notes due 2014.

As of 5 p.m. ET on Nov. 18, Cricket had received tenders for $915,828,000 principal amount of the notes.

Holders will receive $1,050.63 per $1,000 principal amount, including a $20.00 consent fee, for notes tendered through Nov. 18.

The company also will pay accrued interest up to but excluding Nov. 19, for a total price of about $996.49 million.

Consents were obtained from a majority of the notes and, as a result, the supplemental indenture has been executed.

Cricket solicited consents to amend the notes to eliminate substantially all of the restrictive covenants, some affirmative covenants, events of default, conditions to legal defeasance or covenant defeasance and substantially all of the restrictions on Cricket or Leap's ability to merge, consolidate or sell properties or assets contained in the indenture.

Cricket plans to redeem any notes remaining after the tender offer.

The tender offer and consent solicitation are conditioned on receiving enough proceeds from one or more financings to repurchase the tendered notes.

Cricket will pay $1,030.63 per note tendered after the consent deadline but by offer expiration.

The tender offer will end at midnight ET on Dec. 3. It began on Nov. 4.

Goldman, Sachs & Co. (800 828-3182 or 212 902-5183) and Morgan Stanley & Co. Inc. (800 624-1808 or 212 761-5384) are the dealer managers and solicitation agents. D.F. King & Co., Inc. (800 488-8095 or 212 269-5550) is the information agent and depositary.

Leap is a San Diego-based provider of digital wireless services.

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