Press Release

NextWave Wireless Further Extends Refinancing Deadline Under Forbearance Agreement With Noteholders

SAN DIEGO – November 29, 2011 – NextWave Wireless Inc. (OTCQB: WAVE-News) (the “Company” or “NextWave”) today announced that its senior note holders have agreed to a further extension to December 15, 2011 of the deadline for the Company to complete a refinancing transaction.  On August 1, 2011, the Company entered into an agreement with the holders of its secured notes pursuant to which such holders agreed to 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.  The forbearance agreement required the Company to complete a refinancing transaction within a specified time frame, initially set to expire on September 30, 2011 and subsequently extended by the senior note holders to November 30, 2011.  Any extension of the forbearance period beyond December 15, 2011 will require the consent of each of the Company’s secured note holders.  

NextWave continues to seek alternative financing to refinance and extend its substantial secured debt, with an aggregate principal amount of $983.6 million at October 1, 2011, and its ability to obtain such financing or alternative accommodations from its note holders prior to the expiration of the forbearance period on December 15, 2011 remains subject to substantial risks.  NextWave’s Senior Secured Notes, having an aggregate principal amount of $133 million at October 1, 2011, matured on July 17, 2011, and NextWave’s Senior-Subordinated Secured Second Lien Notes due 2011, having an aggregate principal amount of $186.3 million at October 1, 2011, will mature on November 30, 2011, and the holders of such notes will be permitted to seek to enforce their payment rights upon expiration of the forbearance period.  In addition, NextWave’s Senior-Subordinated Secured Third Lien Notes due 2011, having an aggregate principal amount of $664.3 million at October 1, 2011, will mature on December 31, 2011. As previously disclosed, NextWave’s cash reserves are not sufficient to meet these payment obligations at the current maturity dates.  Inability to obtain a refinancing transaction, maturity extension or other accommodation from NextWave’s noteholders prior to the expiration of the term of the forbearance agreement would significantly restrict the Company’s ability to operate and could cause it to seek relief through a filing in the United States Bankruptcy Court. Any alternative financing and/or maturity extension of NextWave’s notes may be costly to obtain, and could involve the issuance of equity securities that could cause significant dilution to its existing stockholders.

The forbearance agreement and the contemplated refinancing transaction were described in detail in NextWave’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2011.


About NextWave Wireless Inc.

NextWave Wireless Inc. is a wireless technology company that manages and maintains worldwide 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 (“SEC”) and include, without limitation, the outcome of ongoing negotiations with the holders of NextWave’s secured notes.  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.

This press release shall not be deemed an offering of NextWave new senior notes, second lien notes, or any other security which may be issued by NextWave in any refinancing transaction. Any such offer will involve securities that will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. 


NextWave Wireless Inc. Contacts 

NextWave Wireless Investor Relations
Francis J. Harding
Chief Financial Officer
NextWave Wireless

NextWave Wireless Public Relations
Jeff Seedman
Vice President
Ruder Finn, Inc.