Leap Announces Amendment to its Credit Agreement

SAN DIEGO--(Business Wire)--
Leap Wireless International, Inc. (NASDAQ:LEAP), a leading
provider of innovative and value-driven wireless communications
services, announced today that the Company and its wholly owned
subsidiary, Cricket Communications, Inc., have successfully amended
the Company's senior secured credit agreement. The credit agreement
has been amended to resize and amend certain baskets and exclusions to
reflect the growth in the Company's business and ongoing business
expansion activities. The amendment permits the Company to incur
additional unsecured debt, to issue certain preferred stock, and to
make certain other modifications which are described below and will be
more fully described in a current report on Form 8-K that the Company
will file with the Securities and Exchange Commission.

"We believe that the successful amendment of our credit agreement
provides the Company with the additional financial flexibility we need
to support future business growth," said Doug Hutcheson, Leap's
president and CEO. "We appreciate the support of the Company's senior
secured lenders to help us achieve our strategic initiatives and
improve the strength and the financial position of our Company."

Key terms of the amendment include:

-- an increase in the amount of unsecured debt the Company is
allowed to incur from $1.2 billion to $1.65 billion plus $1.00
for every $1.00 of cash proceeds from the issuance of new
common equity of the Company, up to $200 million in the
aggregate;

-- an increase in the amount and duration of certain add-backs
for new market operating losses in the calculation of the
Company's consolidated EBITDA and consolidated fixed charge
coverage ratio;

-- an amendment to permit the Company to add back certain capital
expenditures relating to network expansion activities in
calculating its consolidated fixed charge coverage ratio; and

-- other amendments to facilitate the Company's business
expansion and financing activities.

In addition, the amendment increases the interest rates applicable
to the term loans and revolving credit facility by 50 basis points;
sets a floor for the London Interbank Offered Rate (LIBOR) of 3.00%
per annum; revises the aggregate amount of any new incremental
facilities under the Credit Agreement to $400 million; reduces the
permissible delta between existing loans and incremental loans from 50
bps to zero; and requires Cricket to pay a prepayment penalty if the
term loans are prepaid within two years of the amendment (in an amount
of 2.0% on the principal amount prepaid during the first year, and
1.0% on the principal amount prepaid during the second year).

About Leap

Leap provides innovative, high-value wireless services to a
fast-growing, young and ethnically diverse customer base. With the
value of unlimited wireless services as the foundation of its
business, Leap pioneered its Cricket(R) service. The Company and its
joint ventures operate in 29 states and hold licenses in 35 of the top
50 U.S. markets. 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.

Leap Wireless International, Inc.
Greg Lund, Media Relations
858-882-9105
glund@leapwireless.com
or
Amy Wakeham, Investor Relations
858-882-6084
awakeham@leapwireless.com

Copyright Business Wire 2008