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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 20, 2000
Leap Wireless International, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-29752 33-0811062
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
10307 Pacific Center Court, San Diego, California 92121
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (858) 882-6000
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This Current Report on Form 8-K is filed by Leap Wireless International,
Inc., a Delaware corporation (the "Company"), in connection with the matters
described herein.
Item 5. Other Events.
On December 21, 2000, the Company publicly disseminated a press release
announcing that the Company had entered into a common stock purchase agreement
for the sale of up to $250 million of the Company's common stock. The shares of
common stock have been registered pursuant to an effective Registration
Statement on Form S-3 (File No. 333-45388). Pursuant to the common stock
purchase agreement, the Company may, at its discretion, sell to Acqua Wellington
North American Equities Fund, Ltd. ("Acqua Wellington") up to $250 million of
the Company's common stock at a small discount to the then current market price
ranging from 4 to 5 1/2 percent depending on the Company's market capitalization
at the time of the draw. Under certain circumstances, the total sales under the
common stock purchase agreement may exceed $250 million.
The foregoing description is qualified in its entirety by reference to the
following documents, each of which is incorporated herein by reference: (i) the
Common Stock Purchase Agreement, dated as of December 20, 2000, by and between
the Company and Acqua Wellington, a copy of which is attached hereto as Exhibit
10.1, and (ii) the Company's press release, dated December 21, 2000, a copy of
which is attached hereto as Exhibit 99.1.
Item 7. Exhibits.
(c) Exhibits.
Exhibit
Number Description of Exhibit
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10.1 Common Stock Purchase Agreement, dated as of
December 20, 2000, by and between the Company and
Acqua Wellington.
99.1 The Company's press release, dated December 21, 2000.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: December 21, 2000 LEAP WIRELESS INTERNATIONAL, INC.
By: /s/ JAMES E. HOFFMANN
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James E. Hoffmann
Senior Vice President, General
Counsel and Secretary
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EXHIBIT INDEX
Exhibit
Number Description of Exhibit
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10.1 Common Stock Purchase Agreement, dated as of
December 20, 2000, by and between the Company and
Acqua Wellington.
99.1 The Company's press release, dated December 21, 2000.