Filtronic Regulatory News (FTC)

5 Sep 2006 12:00

Filtronic PLC05 September 2006 Filtronic plc Disposal of the Wireless Infrastructure Business to Powerwave - revised agreement SANTA ANA, Calif. and LONDON, England, 5 September, 2006 - PowerwaveTechnologies, Inc. (NASDAQ:PWAV) and Filtronic plc ("Filtronic") today announcedthat they have revised the terms of their previously agreed transaction wherebyPowerwave would acquire the majority of Filtronic's Wireless Infrastructuredivision. The amended terms consist of a combination of US$185 million in cash and 17.7million newly issued shares of Powerwave common stock. Previously, the companies had announced on 12 June 2006 that they had signed adefinitive agreement for Powerwave to acquire the majority of Filtronic'sWireless Infrastructure division for a combination of US$150 million in cash and20.7 million newly issued shares of Powerwave common stock. The specific product lines included in this proposed transaction are unchangedand so comprise transmit/receive filters, integrated remote radio heads andpower amplifier products, all for use in commercial wireless infrastructure basestation equipment (the "Wireless Infrastructure business"). The proposedacquisition does not include point to point radio backhaul equipment, as well asFiltronic's other divisions, of Compound Semiconductors and Defence Electronics.The board of directors of both Powerwave and Filtronic have approved therevised agreement. The transaction is subject to approval by Filtronic shareholders. The board ofFiltronic expects to post a circular putting this proposal to shareholdersshortly and to have the required shareholder meeting in late September/earlyOctober 2006. Subject to shareholders having approved the proposal, thetransaction is expected to complete in early/mid October 2006. The Board will set out the details of its intentions on return of cash toshareholders in the circular. These intentions include returning substantiallyall of the proceeds from the stock disposal to shareholders. Enquiries Filtronic plc: Professor J David Rhodes, Group Chief Executive Tel: 01274 530622 / Mob: 07850 827 280Charles Hindson, Group Finance Director Tel: 01274 530622 / Mob: 07800 706 319 Parkgreen Communications Ltd:Paul McManus Tel: 020 7493 3713 / Mob: 07980 541 893 This information is provided by RNS The company news service from the London Stock Exchange