UNITED STATES
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): May 28, 2009
LEAP WIRELESS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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000-29752
(Commission
File Number)
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33-0811062
(I.R.S. Employer
Identification No.) |
10307 Pacific Center Court
San Diego, California 92121
(Address of Principal Executive Offices)
(858) 882-6000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
Item 8.01. Other Events.
On May 28, 2009, Leap Wireless International, Inc. (“Leap”) entered into an underwriting
agreement with Goldman, Sachs & Co. (the “Underwriter”), pursuant to which Leap agreed to issue and
sell 7,000,000 shares of Leap’s common stock, par value $.0001 per share (the “Common Stock”), at
a price to the Underwriter of $37.75 per share.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are filed herewith:
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| Exhibit No. |
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Description |
1.1
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Underwriting Agreement, dated as of May 28, 2009, between Leap Wireless
International, Inc. and Goldman, Sachs & Co. |
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5.1
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Opinion of Latham & Watkins LLP |
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23.1
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Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.1 hereto) |