Nextwave Wireless (fka WAVE)

[revlis]

NextWave Wireless Enters Into Forbearance Agreement With Noteholders

NextWave Wireless Inc. (OTCQB: WAVE) (the “Company” or “NextWave”) today announced that it has entered into an agreement with the holders of its secured notes pursuant to which such holders will forbear from exercising their respective rights and remedies in connection with the Company’s failure or anticipated failure to pay amounts coming due under the agreements relating to each class of notes. Absent other defaults by the Company, the forbearance agreement will provide the Company until September 30, 2011 to complete a refinancing transaction. The forbearance agreement will be described in detail in NextWave’s Current Report on Form 8-K to be filed with the Securities and Exchange Commission today.

NextWave’s Senior Secured Notes (the “First Lien Notes”), having an aggregate principal amount of $129 million at June 30, 2011, matured on July 17, 2011, and the holders of such notes provided a limited waiver of the Company’s obligation to pay such notes in full pending completion of the forbearance agreement on August 1, 2011. In addition, NextWave’s Senior-Subordinated Secured Second Lien Notes due 2011 (the “Second Lien Notes”), having an aggregate principal amount of $179 million at June 30, 2011, will mature in November 2011 and its Senior-Subordinated Secured Third Lien Notes due 2011 (the “Third Lien Notes”), having an aggregate principal amount of $640 million at June 30, 2011, will mature in December 2011. As previously disclosed, NextWave’s cash reserves are not sufficient to meet these payment obligations.

The Company has been engaged in discussions with the holders of its secured notes relating to a maturity extension and related amendments to its notes agreements since January 2011. The holders of NextWave’s notes have not agreed to a maturity extension. An independent committee of the Company’s Board of Directors has authorized its financial advisor to seek alternative sources of financing to repay the Senior Notes and Second Lien Notes. At this time, alternative financing has not been identified and cannot be assured. The forbearance agreement contemplates that NextWave will meet certain milestones in an offering of new senior notes for net proceeds of at least $380 million by specified dates. If such milestones are not achieved, the forbearance agreement is subject to termination prior to September 30, 2011. If a refinancing transaction is completed, the Company has agreed to redeem its First Lien Notes, Second Lien Notes and $25 million of its Third Lien Notes using the proceeds of such transaction. If such Third Lien Notes redemption is completed, the holders of the Company’s Third Lien Notes have agreed to exchange their remaining notes for a new class of second lien notes with a maturity date six months after the maturity date of the new senior notes.

http://www.thestreet.com/story/11205851/1/nextwave-wireless-enters-into-forbearance-agreement-with-noteholders.html