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NextWave Wireless Files Third Quarter Fiscal 2012 Results

NextWave Wireless Inc. (OTCQB: WAVE) today announced that it has filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission for the third quarter of fiscal 2012, ended September 29, 2012.

The Form 10-Q is available on the web site maintained by the Securities and Exchange Commission at and on the NextWave Web site at under the heading - Financial Information - SEC Filings. The financial information accompanying this press release should be reviewed together with the Notes to Condensed Consolidated Financial Statements, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors contained in the Form 10-Q.

About NextWave Wireless

NextWave Wireless Inc. is a wireless technology company that manages and maintains wireless spectrum licenses.

Additional Information

This press release contains forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. There can be no assurances that forward-looking statements will be achieved. Actual events or results could differ materially from the events or results predicted by such statements. Important factors that could cause actual events or results to differ materially are discussed in greater detail in the filings of NextWave with the Securities and Exchange Commission. All such documents are available through the SEC’s website at NextWave makes no commitment to update any forward-looking statements in order to reflect subsequent changes in events or circumstances except as may be required pursuant to applicable law.

(in thousands, except par value data)
  September 29,   December 31,
2012 2011
Current assets:

Cash and cash equivalents





Restricted cash 1,696 1,047
Marketable securities 10,000
Prepaid expenses and other current assets 248 827
Current assets of discontinued operations   4,162     3,511  
Total current assets 11,969 26,472
Wireless spectrum licenses, net 431,397 435,522
Property and equipment, net 721 1,313
Other assets   50     362  
Total assets $ 444,137   $ 463,669  
Current liabilities:
Accounts payable $ 250 $ 5
Accrued expenses 3,959 2,328
Current portion of long-term obligations 1,148,434 142,019
Other current liabilities 9 10
Current liabilities of discontinued operations   725     172  
Total current liabilities 1,153,377 144,534
Deferred income tax liabilities 83,937 83,334
Long-term obligations, net of current portion   15,489     896,568  
Commitments and contingencies
Stockholders’ deficit:
Preferred stock, $0.001 par value; 25,000 shares authorized; 355 shares designated as Series A Senior Convertible Preferred Stock; no other shares issued or outstanding
Common stock, $0.007 par value; 57,143 shares authorized; 24,938 shares issued and outstanding at September 29, 2012 and December 31, 2011 175 175
Additional paid-in-capital 888,800 888,505
Accumulated other comprehensive income 5,486 21,805
Accumulated deficit   (1,703,127 )   (1,571,252 )
Total stockholders’ deficit   (808,666 )   (660,767 )
Total liabilities and stockholders’ deficit $ 444,137   $ 463,669  
(in thousands, except per share data)
  Three Months Ended   Nine Months Ended
September 29,   October 1, September 29,   October 1,
2012 2011 2012 2011
Operating expenses:
General and administrative $ 11,056 $ 5,006 $ 21,739 $ 17,281
Restructuring credit               (1,076 )
Total operating expenses 11,056 5,006 21,739 16,205
Net gains on sales of wireless spectrum licenses   1     2     101     255  
Loss from operations   (11,055 )   (5,004 )   (21,638 )   (15,950 )
Other income (expense):
Interest income 6 13 32 42
Interest expense (44,773 ) (64,762 ) (129,441 ) (185,007 )
Other income (expense), net   (1 )   (7 )   (5 )   1,245  
Total other expense, net   (44,768 )   (64,756 )   (129,414 )   (183,720 )
Loss from continuing operations before income taxes (55,823 ) (69,760 ) (151,052 ) (199,670 )
Income tax benefit   217     262     614     2,082  
Net loss from continuing operations   (55,606 )   (69,498 )   (150,438 )   (197,588 )
Income from discontinued operations before income taxes, net of gains (losses) on divestitures of discontinued operations of $0, $(1), $19,862 and $2,119, respectively 16 66 20,029 2,740
Income tax provision   (6 )   (24 )   (1,466 )   (1,000 )
Net income from discontinued operations   10     42     18,563     1,740  
Net loss $ (55,596 ) $ (69,456 ) $ (131,875 ) $ (195,848 )
Other comprehensive loss:
Net loss $ (55,596 ) $ (69,456 ) $ (131,875 ) $ (195,848 )
Foreign currency translation adjustment transferred to earnings upon substantial liquidation of foreign entities (17,578 ) (1,305 )
Foreign currency translation adjustment   1,451     (2,653 )   1,259     1,325  
Total other comprehensive loss   (54,145 )   (72,109 )   (148,194 )   (195,828 )
Amounts attributed to net income (loss) per common share:
Net loss from continuing operations $ (55,606 ) $ (69,498 ) $ (150,438 ) $ (197,588 )
Net income from discontinued operations   10     42     18,563     1,740  
Net loss $ (55,596 ) $ (69,456 ) $ (131,875 ) $ (195,848 )
Net income (loss) per common share– basic and diluted
Continuing operations $ (2.30 ) $ (2.89 ) $ (6.24 ) $ (8.21 )
Discontinued operations           0.77     0.07  

Net loss

$ (2.30 ) $ (2.89 ) $ (5.47 ) $ (8.14 )
Weighted-average shares used in per share calculation 24,127 24,060 24,107 24,060
(in thousands)
  Nine Months Ended
September 29,   October 1,
2012 2011
Net loss $ (131,875 ) $ (195,848 )
Net income from discontinued operations   18,563     1,740  
Net loss from continuing operations (150,438 ) (197,588 )
Adjustments to reconcile loss from continuing operations to net cash used in operating activities of continuing operations:
Amortization of intangible assets 5,574 5,709
Depreciation 592 656
Non-cash share-based compensation 295 625
Paid-in-kind interest 124,080 98,448
Amortization of deferred financing costs and discounts 5,342 86,552
Gains on sales of wireless spectrum licenses (101 ) (255 )
Gains from changes in estimated fair values of embedded derivatives (1,261 )
Deferred income tax benefit (607 ) (1,082 )
Other non-cash adjustments 3 (1,044 )
Changes in operating assets and liabilities:

Prepaid expenses and other current assets

572 551
Other assets 290 (389 )
Accounts payable and accrued liabilities   1,872     (2,610 )
Net cash used in operating activities of continuing operations   (12,526 )   (11,688 )
Proceeds from the maturity of investment securities 20,210
Purchase of held-to-maturity investment securities (10,191 ) (15,000 )
Proceeds from the sale of wireless spectrum licenses, net of selling costs   278     255  
Net cash provided by (used in) investing activities of continuing operations   10,297     (14,745 )
Payments on long-term obligations (4,080 ) (10,137 )
Payments to restricted cash account used to redeem long-term obligations   (647 )    
Net cash used in financing activities of continuing operations   (4,727 )   (10,137 )
Cash provided (used) by discontinued operations:
Net cash provided (used) by operating activities of discontinued operations 193 (906 )
Net cash provided by investing activities of discontinued operations   2,213     3,654  
Net cash provided by discontinued operations 2,406 2,748
Effect of foreign currency exchange rate changes on cash   (18 )   3  
Net decrease in cash and cash equivalents (4,568 ) (33,819 )
Cash and cash equivalents, beginning of period   11,092     42,598  
Cash and cash equivalents, end of period 6,524 8,779
Less cash and cash equivalents of discontinued operations, end of period   (661 )   (40 )
Cash and cash equivalents of continuing operations, end of period $ 5,863   $ 8,739  

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