UPDATE 1-Virgin Mobile USA IPO raises $412.5 mln

Wed Oct 10, 2007 7:38pm EDT

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NEW YORK Oct 10 (Reuters) - Virgin Mobile USA Inc, a venture of Sprint Nextel Corp (S.N) and Richard Branson's Virgin Group [VA.UL], raised $412.5 million on Wednesday, with an initial public offering that priced at the low end of expectations.

The pay-as-you-go mobile service provider, which focuses on the youth market, sold 27.5 million shares for $15 per share, compared with a forecast range of $15 to $17 a share, according to a person familiar with the matter.

The offering price gives it an initial market capitalization of about $795 million.

Based in Warren, New Jersey, the company said it will largely use proceeds to repay debt, and to buy out 16.7 percent of Sprint Nextel's interest, according to a filing with the U.S. Securities and Exchange Commission.

Virgin Mobile estimated it had a share of roughly 15 percent of the prepaid market in 2006 and cited a forecast from Yankee Group that the prepaid market would grow to about 53 million people in 2001 from 29 million in 2006.

As of June 30, the company had 4.83 million customers, compared with 8.6 million at its biggest prepaid competitor, Tracfone, which is a unit of America Movil (AMX.N) (AMXL.MX).

Virgin Mobile markets its products under its own brand but relies on Sprint's PCS network to carry its customers' calls. It says this leaves it free of the extra cost of pumping capital into operating a physical network.

But if the appeal of the Virgin Mobile brand fades for new customers, or if its target audience of 14- to 34-year-olds proves fickle in loyalty to that brand over time, it has little else to fall back on, one analyst pointed out.

That, and the fact that the operator had a string of losses from 2002 through 2006, may have contributed to the IPO pricing at the low end of its forecast range.

"They have the brand, and that is about it," said Francis Gaskins, president of research firm IPOdesktop.com.

Since it began operations in 2002, the company has racked up losses of more than $600 million. It posted its first net profit earlier this year, earning $26 million in the first six months of 2007, on revenue of about $667 million.

"They have turned the corner of profitability," said Gaskins, but questioned if two quarters of profitability was enough to paint a longer-term trend.

Under the terms of the IPO, about 44 percent of the company is being floated to new investors. Sprint Nextel will have a reduced stake of about 17.2 percent after the offering, and Branson's group about 35.7 percent.

Underwriters, led by Lehman Brothers, Merrill Lynch and Bear Stearns, have the option to buy another 4.1 million shares to cover overallotments.

Virgin Mobile USA's shares are expected to begin trading on the New York stock exchange on Thursday, under the stock symbol "VM." VM.N (Reporting by Lilla Zuill and Sinead Carew)

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