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Published on 6/20/2008 in the Prospect News Convertibles Daily.

New Issue: Leap Wireless prices upsized $220 million six-year convertibles to yield 4.5%, up 77.5%

By Rebecca Melvin

New York, June 20 - Leap Wireless International Inc. priced an upsized $220 million of six-year convertible senior notes late Thursday at par to yield 4.5% with an initial conversion premium of 77.5%, according to a news release.

Initially the deal size was expected to be $200 million.

The Rule 144A deal priced on the rich end of talk for the coupon, which was 4.5% to 5%, and at the rich end of talk for the initial conversion premium, which was 72.5% to 77.5%.

There is an over-allotment option for an additional $30 million.

Goldman Sachs and Morgan Stanley are the bookrunners of the offering, with Citigroup and Deutsche Bank as co-managers.

Concurrently, Leap priced $300 million of 10% senior notes due 2015.

Proceeds from the offering will be used for working capital and other general corporate purposes, including the build-out of new markets, the expansion of Leap's footprint in its existing markets and the development of its broadband initiative.

Leap Wireless is a San Diego, Calif.-based provider of digital wireless services in the United States.

Issuer:Leap Wireless International Inc.
Issue:Convertible unsecured senior notes
Bookrunners:Goldman Sachs and Morgan Stanley
Co-managers:Citigroup and Deutsche Bank
Amount:$220 million, upsized from $200 million
Greenshoe:$30 million
Concurrent offering:$300 million of 10% senior notes due 2015
Maturity:July 20, 2014
Coupon:4.5%
Price:Par
Yield:4.5%
Conversion premium:77.5%
Conversion ratio:10.7290
Conversion price:$93.21
Price talk:4.5%-5%, up 72.5%-77.5%
Calls:Non-callable for life
Puts:No puts
Pricing date:June 19
Settlement date:June 25
Distribution:Rule 144A
Listing:Nasdaq: LEAP

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