Leap Wireless
Press Release
Leap Reports Results for First Fiscal Quarter of 2002
SAN DIEGO, Apr 24, 2002 /PRNewswire-FirstCall via COMTEX/ --

~ Network Operations Costs for Cricket Service Falls to Less Than One Cent Per Minute Delivered ~

Leap Wireless International, Inc. (Nasdaq: LWIN), an innovator of wireless communications services, today reported results for the first quarter of fiscal year 2002. Leap reported net additions of approximately 268,000, ending the quarter with 1.387 million Cricket customers, up approximately 24 percent from the 1.119 million customers reported as of Dec. 31, 2001. Leap offers Cricket, its unlimited local wireless service, in 40 markets in 20 states stretching from New York to California.

(Photo: http://www.newscom.com/cgi-bin/prnh/20010306/LATU057LOGO )

"On the heels of our rapid expansion in 2001, our first quarter results and the actions we have taken signal another strong year ahead for Leap," said Harvey P. White, Leap's chairman and CEO. "We are pleased with our business performance during the quarter, from top-line growth in revenue and customers to improvement in our bottom line. In March, we worked with our vendors to amend our financing agreements to better align them with the expanded scope of our business. We remain pleased with both our continued customer growth and our further reduction in our non-selling cash costs. We expect to be EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) positive on a consolidated basis for the fourth quarter of 2002."

"We are focused on continuing to deliver operational excellence in markets from coast to coast," said Susan G. Swenson, Leap's president and chief operating officer. "We are committed to driving fixed and variable costs out of every aspect of our business, from network operations to general and administrative and selling and marketing expenses. At the same time, our team is dedicated to creating a quality experience for our growing Cricket customer base. Because of Cricket's predictability and simplicity, more than three- quarters of our customers are completely new to wireless or returning to the category after at least a year. Our Cricket Comfortable Wireless service continues to attract the growth segments of the wireless industry."

    Cricket Operational Highlights:
    Operational highlights from the first fiscal quarter of 2002 include:
    --  Overall non-selling cash costs per user (CCU) for Leap's consolidated
        business was approximately $26, down $9 from the previous quarter.
    --  Billed average revenue per user per month (ARPU) rose to $38.40, up
        from the approximately $38 reported for the fourth quarter of 2001.
    --  Leap launched Cricket service in Buffalo, N.Y., completing the launch
        of all markets in Leap's 40 Market Plan, and bringing the total
        potential customers covered by Cricket networks to 25.4 million.
        Throughout this release and until further announcement, Leap will
        report its licensed and covered POPs based on 2002 population
        estimates as reported by Claritas Inc.
    --  Overall cost per gross customer addition (CPGA), including pre-launch
        marketing expenses incurred during the launch of the Buffalo market,
        was approximately $246 for the quarter, consistent with CPGA reported
        for the previous quarter.
    --  Aggregate average minutes of use across all of Leap's markets was
        1,230 minutes per month.
Leap also reported the following first quarter results for its 14 mature markets, which have been in operation for one-year or more and together represent approximately 38 percent of the company's potential customers covered under its 40 Market Plan:

    --  Aggregate EBITDA for these markets was positive at the market level
        for the quarter.
    --  Aggregate earnings before interest, taxes, depreciation, amortization,
        and marketing (EBITDAM) margin, based on service revenue, was greater
        than 50 percent, at the market level for the quarter.
    --  Penetration of the 9.6 million potential customers covered by Cricket
        networks in these markets was 7.7 percent.
    --  Combined churn was 3.4 percent.
Leap expects to report on the results of 20 mature markets for the second quarter, which together will represent approximately 50 percent of the covered potential customers under its 40 Market Plan.

Key consolidated financial performance measures for the first fiscal quarter of 2002, which continue to reflect the significant growth of Cricket during the quarter, were as follows:

    --  Total revenues for Leap's operations were $140.2 million, an increase
        of $36.3 million over the $103.9 million reported for the previous
        quarter.  Service revenue rose to $128.0 million, an increase of
        $34.5 million over that reported for the fourth fiscal quarter of
        2001.
    --  Adjusted EBITDA loss for Leap was $65.9 million, a decrease of
        $53.1 million from the adjusted EBITDA loss of $119.0 million reported
        for the previous quarter.  The adjusted EBITDA loss of $65.9 million
        for the first quarter includes one time expenses of $1.4 million
        associated with a reduction in force in the first quarter and was
        adjusted to exclude a gain on the sale of a wireless license of
        $0.4 million.  The adjusted EBITDA loss of $119.0 million reported for
        the previous quarter excluded a $136.3 million gain on the sale of
        wireless licenses.
    --  Leap's adjusted net loss for the first quarter of 2002 was
        $181.1 million, or $4.89 per share, nearly $1.00 per share less than
        the adjusted net loss of $215.9 million, or $5.88 per share, in the
        previous quarter.  The adjusted net loss of $181.1 million excludes
        the gain on the sale of a wireless license of $0.4 million and
        excludes a one-time income tax expense of $15.9 million resulting from
        Leap's adoption of Statement of Financial Accounting Standard ("SFAS")
        No. 142, "Goodwill and Other Intangible Assets."  Leap adopted SFAS
        No. 142 on January 1, 2002.  Accordingly, amortization of goodwill and
        wireless licenses ceased as of that date because they are indefinite
        lived intangible assets.  The adjusted net loss of $215.9 million
        reported for the previous quarter excludes the gain on the sale of a
        portion of Leap's wireless licenses in the Salt Lake City and Provo,
        Utah Basic Trading Areas (BTAs).
    --  Leap's total cash and cash equivalents, unrestricted investments, and
        deposit on Auction #35 as of March 31, 2002 were $270.5 million.
        During the quarter, Leap set aside approximately $21 million to fund
        debt associated with wireless license acquisitions.
    --  Leap's property and equipment, net of depreciation, rose to
        $1,206.6 million at March 31, 2002, an increase of $94.3 million over
        that reported at December 31, 2001.

    Other Highlights:
    --  Spectrum -- As part of Leap's strategy to maximize the value of its
        spectrum assets, Leap announced in April 2002 that it had signed
        definitive agreements to sell certain licenses to Skagit Wireless, LLC
        for cash and signed a definitive agreement with AT&T Wireless, LLC to
        exchange surplus licenses for a license in Rochester, N.Y.  In
        addition, Leap also recently closed a previously announced transaction
        involving the transfer of eight licenses to NTCH/Cleartalk in exchange
        for seven licenses in Ohio, New York, Pennsylvania and Texas.  Leap
        currently owns wireless licenses covering approximately 53.9 million
        potential customers.

        Assuming the completion of the transactions described above, Leap
        would own wireless licenses covering approximately 53.4 million
        potential customers.  Leap was also the high bidder on 22 licenses
        covering 24.0 million potential customers in Federal Communications
        Commission (FCC) Auction #35 that ended in January 2001.  Leap's right
        to take ownership of the Auction #35 licenses is subject to resolution
        of litigation between NextWave Telecom Inc. and the FCC, as well as
        FCC approval of the license transfers.  The FCC recently announced its
        intention to return approximately $60 million of the approximately
        $70 million Leap currently has on deposit with the FCC as a result of
        the company's participation in Auction #35.  Leap expects to receive
        these funds from the FCC during the second quarter of 2002.
Business Outlook

Today, Leap provided guidance for fiscal year 2002 with respect to its 40 Market Plan. The following forward-looking statements are based on management's current expectations for future results and do not include the effect of further significant expansion of new services or the expansion of Cricket service to new markets. These expectations are based on current information, which management has assessed but which by its nature is dynamic and subject to rapid and even abrupt changes. The following forward-looking statements speak only of management's views as of the date of this release, and Leap does not undertake any obligation to update this information from this date. Actual results could differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with Leap's business. Factors that could cause actual results to differ from these forward-looking statements include those described later in this release.

Leap expects that its corporate representatives will meet privately during the quarter with investors, the media, investment analysts and others. At these meetings Leap may reiterate the current published Business Outlook. At the same time, Leap will keep its Earnings Release publicly available on its web site, www.leapwireless.com. In response to the Securities and Exchange Commission's Regulation FD, Leap will publish its Business Outlook, based on current expectations, in conjunction with its quarterly earnings release and conference call. Leap will not provide further material guidance on analysts' financial models beyond the information provided in its earnings releases and conference calls.

Based on the Company's expectation for the continued growth and performance of the Cricket markets launched under its 40 Market Plan, Leap expects to achieve the following consolidated results for fiscal year 2002:

    --  Total customers under Leap's 40 Market Plan are expected to grow to at
        least 1.5 million at the end of the second quarter and to at least two
        million by the end of the year.
    --  Consolidated churn across all markets is expected to be approximately
        3.8 percent.
    --  Cumulative gross revenue, including service and equipment revenue, is
        expected to be at least $730 million.
    --  As a result of trends seen in the first quarter, overall CPGA is now
        expected to be between $220 and $225.
    --  Consolidated cash cost per user, including Leap corporate expenses, is
        expected to be less than $20 for the fourth quarter.
    --  Network operations cost per minute of use are expected to be less than
        $0.01 per minute.
    --  As a result of trends seen in the first quarter, consolidated EBITDA
        loss for Leap's entire business during fiscal year 2002 is now
        expected to be between $75 million to $85 million.  Consolidated
    --  EBITDA is expected to be positive for the fourth quarter of fiscal
        year 2002.
    --  Cumulative capital expenditures for Leap's 40 Market Plan are expected
        to be approximately $1.5 billion, reflecting both the completion of
        network build-outs and the continued investment Leap expects to make
        to support customer growth within its 40 Market Plan.
In addition, the Company expects unlevered free cash flow (UFCF), defined as EBITDA minus capital expenditures, income taxes and changes in working capital, to become positive in the first half of fiscal year 2003.

Conference Call Note

Leap will hold a conference call to discuss these results today at 11:00 a.m. ET, Wednesday, April 24, 2002. Forward-looking and other material information may also be discussed during this call and a live broadcast will be available online at www.leapwireless.com .

To listen to the call, please go to the Web site at least 15 minutes prior to the start time to register, download and install any necessary audio software. An online replay is planned to follow shortly after the live conference call and will be available until May 15, 2002. The conference call is also planned to be rebroadcast telephonically for seven days beginning at 1:30 p.m. ET, on Wednesday, April 24th. You can access the rebroadcast by dialing 800-642-1687 or 706-645-9291 and entering the reservation number 3742200 followed by the # key. For persons who do not have access to the Internet, please contact Leap's Investor Relations department at 858-882-6206 for the telephone access number.

About Leap

Leap, headquartered in San Diego, Calif., is a customer-focused company providing innovative communications services for the mass market. Leap pioneered the Cricket Comfortable Wireless service that lets customers make all their local calls from within their local calling area and receive calls from anywhere for one low, flat rate. Leap has begun offering new services designed to further transform wireless communications for consumers. 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:

    --  changes in the economic conditions of the various markets our
        subsidiaries serve which could adversely affect the market for
        wireless services;
    --  our ability to access capital markets;
    --  a failure to meet the operational, financial or other covenants
        contained in our credit facilities;
    --  a deterioration in our relationships with our equipment vendors and
        related lenders, including our failure to obtain amendments to the
        credit facilities which we may request from time to time;
    --  failure of network systems to perform according to expectations;
    --  the effect of competition;
    --  the acceptance of our product offering by our target customers;
    --  our ability to retain customers;
    --  our ability to maintain our cost, market penetration and pricing
        structure in the face of competition and fraud;
    --  technological challenges in developing wireless information services
        and customer acceptance of such services if developed;
    --  our ability to integrate the businesses and technologies we acquire;
    --  rulings by courts or the FCC adversely affecting our rights to own
        and/or operate certain wireless licenses or impacting our rights and
        obligations to acquire the licenses on which we were the winning
        bidder in the FCC's broadband PCS auction completed in January 2001
        (Auction 35);
    --  the impacts on the global and domestic economies and the financial
        markets of recent terrorist activities, the ensuing declaration of war
        on terrorism and the continued threat of terrorist activity and other
        acts of war or hostility; and
    --  other factors detailed in the section entitled "Risk Factors" included
        in our Annual Report on Form 10-K for the fiscal year ended
        December 31, 2001 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.

In addition, EBITDA and EBITDAM are financial measures used in the financial community and ARPU, CCU, CPGA, penetration and churn are metrics used in the wireless telecommunications industry. None of these terms are measures of financial performance under generally accepted accounting principles in the United States.

Leap and the Leap logo design are trademarks of Leap Wireless International, Inc. Cricket and Comfortable Wireless are registered trademarks of Cricket Communications, Inc.

                      LEAP WIRELESS INTERNATIONAL, INC.

                    CONDENSED CONSOLIDATED BALANCE SHEETS
                                (In Thousands)

                                                    March 31,    December 31,
                                                      2002            2001
                                                   (Unaudited)
    Assets
    Cash and cash equivalents                       $120,700       $242,979
    Short-term investments                            77,524         81,105
    Restricted cash equivalents and
     short-term investments                           62,793         27,628
    Inventories                                       35,808         45,338
    Other current assets                              16,162         22,044
       Total current assets                          312,987        419,094
    Property and equipment, net                    1,206,621      1,112,284
    Wireless licenses, net                           718,206        718,222
    Goodwill and other intangible assets, net         41,888         43,613
    Restricted investments                                --         13,127
    Deposits for wireless licenses                    70,283         85,000
    Other assets                                      67,165         59,555
       Total assets                               $2,417,150     $2,450,895
    Liabilities and Stockholders' Equity
    Accounts payable and accrued liabilities         $84,449       $147,695
    Current portion of long-term debt                 59,672         26,049
    Other current liabilities                         69,911         55,843
       Total current liabilities                     214,032        229,587
    Long-term debt                                 1,871,176      1,676,845
    Other long-term liabilities                      168,659        186,023
       Total liabilities                           2,253,867      2,092,455
    Stockholders' equity:
     Preferred stock                                      --             --
     Common stock                                          4              4
     Additional paid-in capital                    1,148,857      1,148,337
     Unearned stock-based compensation                (3,416)        (5,138)
     Accumulated deficit                            (982,842)      (786,195)
     Accumulated other comprehensive income              680          1,432
       Total stockholders' equity                    163,283        358,440
       Total liabilities and
        stockholders' equity                      $2,417,150     $2,450,895


                      LEAP WIRELESS INTERNATIONAL, INC.

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)
                    (In Thousands, Except Per Share Data)

                                                       Three Months Ended
                                                           March 31,
                                                      2002            2001

    Revenues:
     Service revenues                               $128,020        $25,655
     Equipment revenues                               12,161         11,098
       Total revenues                                140,181         36,753
    Operating expenses:
     Cost of service                                 (41,891)       (12,226)
     Cost of equipment                               (84,011)       (30,938)
     Selling and marketing                           (30,159)       (17,015)
     General and administrative                      (49,994)       (24,686)
     Depreciation and amortization (1)               (61,888)       (14,787)
       Total operating expenses                     (267,943)       (99,652)
    Gain on sale of wireless license                     364             --
     Operating loss                                 (127,398)       (62,899)
    Equity in net loss of investment in and loans
     receivable from unconsolidated wireless
     operating company                                    --        (26,182)
    Interest income                                    1,760         10,899
    Interest expense                                 (52,909)       (37,611)
    Other income, net                                     92          2,341
       Loss before income taxes                     (178,455)      (113,452)
    Income taxes (1)                                 (18,192)          (933)
       Net loss                                    $(196,647)     $(114,385)

    Basic and diluted net loss per common share       $(5.32)        $(3.88)

    Shares used in per share calculations:
      Basic and diluted                               36,998         29,462

    (1) Leap adopted Statement of Financial Accounting Standard ("SFAS")
        No. 142, "Goodwill and Other Intangible Assets" on January 1, 2002.
        Accordingly, amortization of goodwill and wireless licenses ceased as
        of that date because they are indefinite lived intangible assets.
        These assets will be subject to periodic impairment tests.
        Amortization of goodwill and wireless licenses totaled $1.2 million
        for the three months ended March 31, 2001.  Furthermore, Leap recorded
        a non-cash charge of $15.9 million, or $0.43 per share, to income tax
        expense to increase the valuation allowance related to Leap's net
        operating losses in connection with the adoption of SFAS No. 142.


                        LEAP WIRELESS INTERNATIONAL, INC.

                            SUPPLEMENTARY DISCLOSURES
                               OPERATIONAL METRICS
                                   (UNAUDITED)

                               As of and for the Three Months Ended
                        March 31,   December  September  June 30,   March 31,
                                      31,        30,
                           2002       2001      2001       2001       2001

    Gross additions      391,417    473,372    301,189    179,883    163,929
    Deactivations        122,698     78,724    48,792     47,026     17,364
    Net additions        268,719    394,648    252,397    132,857    146,565
    End of period
     customers          1,387,825  1,119,106   724,458    472,061    339,204
    Weighted average
     customers          1,260,679   898,876    560,544    394,124    262,048
    Cost per gross
     addition              $246       $246      $243       $245       $214
      Equipment subsidy
       associated
       with customer
       gross additions
       (in 000s)         $66,198    $72,640    $42,106    $23,063    $18,636
      Selling &
       marketing
       associated with
       customer gross
       additions
       (in 000s)         $30,057    $43,850    $31,209    $20,985    $16,504
    Consolidated cash
     costs per user       $25.80     $35.40    $40.60     $43.40     $48.50
    Covered POPs
     (2002 estimate
      in millions)         25.4       24.3      19.6       12.9        9.6
    Penetration of
     covered POPs          5.5        4.6        3.7        3.7        3.5
    Cumulative markets
     launched               40         39        25         20         14
    Cumulative BTAs
     launched               48         47        28         23         17
    Cumulative mature
     markets (1)            14         10         2          2          2
    Churn in mature
     markets               3.4%       3.6%      3.5%       3.8%       3.4%
    Cell sites in
     service              2,323      2,186      1,562      1,132       753

    (1)  Defined as those markets that have been in operation for one year or
         more.


    LEAP WIRELESS INTERNATIONAL, INC.

                            SUPPLEMENTARY DISCLOSURES
                                  40 MARKET PLAN

    State     Market                BTA         Licensed POPs   Covered POPs
                                               (2002 est.)(1)  (2002 est.)(1)

    AR    Central Arkansas       Little Rock        979,869         421,640
                                 Pine Bluff         155,312          70,024
                                 Hot Springs        142,209          37,430
          Fort Smith(2)          Fort Smith         333,623         132,346
          Jonesboro              Jonesboro          184,285          98,293
          Northwest Arkansas(3)  Fayetteville       340,740         230,918

    AZ    Phoenix                Phoenix          3,622,225       2,980,826
          Tucson                 Tucson             870,435         739,596

    CA    Modesto-Merced         Modesto            513,881         447,946
                                 Merced             232,925         152,323
          Visalia                Visalia            509,867         376,942

    CO    Denver(4)              Denver/Boulder   2,808,808       2,356,632
          North Colorado(5)      Fort Collins       261,360         212,620
                                 Greeley            188,382         160,697
          Pueblo                 Pueblo             319,522         134,810

    GA    Columbus               Columbus           367,939         186,227
          Macon                  Macon              674,123         230,210

    ID    Boise                  Boise              609,200         384,112

    KS    Wichita                Wichita            664,523         497,825

    MI    Kalamazoo and          Kalamazoo          382,152         158,326
           Battle Creek
                                 Battle Creek       242,434          75,791
          Flint                  Flint              508,715         326,302
          Jackson                Jackson            207,485          97,516

    NC    Charlotte(6)           Charlotte        2,139,136       1,050,020
          Triad Area             Greensboro/      1,485,806         640,984
                                 Winston-Salem
          Hickory(7)             Hickory            349,288         123,735

    NE    Lincoln(8)             Lincoln            352,539         234,992
          Omaha(9)               Omaha            1,004,837         663,159

    NM    Albuquerque(10)        Albuquerque        853,280         650,617
          Santa Fe(11)           Santa Fe           225,450          80,522

    NV    Reno-Sparks and        Reno               612,437         350,218
           Carson City

    NY    Buffalo                Buffalo          1,210,156         988,667
          Syracuse               Syracuse           779,144         467,249

    OH    Dayton                 Dayton/          1,221,241         868,470
                                  Springfield
          Toledo                 Toledo             790,134         482,011
                                 Sandusky           139,506          47,096

    OK    Tulsa                  Tulsa              966,936         646,871

    OR    Eugene(12)             Eugene             328,965         259,553
          Salem(13)              Salem              541,410         280,524

    PA    Pittsburgh             Pittsburgh       2,464,811       1,977,465

    TN    Chattanooga            Chattanooga        576,867         314,543
          Knoxville              Knoxville        1,144,419         496,194
          Memphis                Memphis          1,579,375       1,001,033
          Middle Tennessee       Nashville        1,811,753       1,078,088
                                 Clarksville        272,253         129,209

    UT    Wasatch Front          Salt Lake City/  1,677,325       1,324,361
                                  Ogden
                                 Provo              392,981         312,379

    WA    Spokane                Spokane            760,885         475,230

    Total      40                      48        38,800,948      25,452,542

     (1)  Information relating to population and potential customers is based
          on 2002 population estimates provided by Claritas Inc.
     (2)  "Sister City" calling plan available with Northwest Arkansas market.
     (3)  "Sister City" calling plan available with Fort Smith market.
     (4)  "Sister City" calling plan available with Northern Colorado market.
     (5)  "Sister City" calling plan available with Denver market.
     (6)  "Sister City" calling plan available with Hickory market.
     (7)  "Sister City" calling plan available with Charlotte market.
     (8)  "Sister City" calling plan available with Omaha market.
     (9)  "Sister City" calling plan available with Lincoln market.
     (10) "Sister City" calling plan available with Santa Fe market.
     (11) "Sister City" calling plan available with Albuquerque market.
     (12) "Sister City" calling plan available with Salem market.
     (13) "Sister City" calling plan available with Eugene market.

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SOURCE Leap Wireless International, Inc.

CONTACT:          Jessica Levy, Media Relations of Bock Communications, Inc.,
                  +1-714-540-1030, jlevy@bockpr.com, for Leap; or Sarah Thailing, Media
                  Relations, +1-858-882-6018, sthailing@leapwireless.com, or Jim Seines,
                  Investor Relations, +1-858-882-6084, jseines@leapwireless.com, both of Leap
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