Cricket Wireless 2012 Annual Report Download - page 51

• the commencement of or significant developments with respect to intellectual property or other litigation;
• announcements of and bidding in auctions for new spectrum;
• recruitment or departure of key personnel;
• changes in the estimates of our operating results or changes in recommendations by any securities
analysts that elect to follow Leap common stock, or changes in our credit ratings or those of our
competitors;
• changes in the levels of our indebtedness;
• any default under our Credit Agreement or any of the indentures governing our secured or unsecured
senior notes or convertible senior notes because of a covenant breach or otherwise;
• rumors or speculation in the marketplace regarding acquisitions or consolidation in our industry,
including regarding transactions involving Leap; and
• market conditions in our industry and the economy as a whole.
The occurrence of any one or more of these events could significantly impact the trading price of Leap common
stock, and you could lose all or some of your investment.
Our Directors and Affiliated Entities Have Substantial Influence over Our Affairs, and Our Ownership Is
Highly Concentrated. Sales of a Significant Number of Shares by Large Stockholders May Adversely
Affect the Market Price of Leap Common Stock.
Our directors and entities affiliated with them beneficially owned in the aggregate approximately 30% of
Leap common stock as of February 1, 2013. Moreover, our five largest stockholders and entities affiliated with
them beneficially owned in the aggregate approximately 65% of Leap common stock as of February 1, 2013.
These stockholders have the ability to exert substantial influence over all matters requiring approval by our
stockholders. These stockholders will be able to influence the election and removal of directors and any merger,
consolidation or sale of all or substantially all of Leap’s assets and other matters. This concentration of
ownership could have the effect of delaying, deferring or preventing a change in control or impeding a merger or
consolidation, takeover or other business combination.
Our resale shelf registration statements register for resale 23,533,869 shares of Leap common stock held by
entities affiliated with one of our directors, or approximately 30% of Leap’s outstanding common stock as of
February 1, 2013. We have also agreed to register for resale any additional shares of common stock that these
entities or their affiliates acquire. We are unable to predict the potential effect that sales into the market of any
material portion of such shares, or any of the other shares held by our other large stockholders and entities
affiliated with them, may have on the then-prevailing market price of Leap common stock. If any of Leap’s
stockholders cause a large number of securities to be sold in the public market, these sales could reduce the
trading price of Leap common stock. These sales could also impede our ability to raise future capital.
We Could Elect to Raise Additional Equity Capital, Which Could Dilute Existing Stockholders.
During the second quarter of 2009 we sold 7,000,000 shares of Leap common stock in an underwritten
public offering. We could raise additional capital in the future, as market conditions permit, to enhance our
liquidity and to provide us with additional flexibility to pursue business investment initiatives. Any additional
capital we could raise could be significant and could consist of debt, convertible debt or equity financing from
the public and/or private credit or capital markets. To the extent that we were to elect to raise equity capital, this
financing may not be available in sufficient amounts or on terms acceptable to us and could be dilutive to
existing stockholders. In addition, these sales could reduce the trading price of Leap common stock and impede
our ability to raise future capital.
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