Filtronic PLC
05 September 2006
Filtronic plc
Disposal of the Wireless Infrastructure Business to Powerwave - revised
agreement
SANTA ANA, Calif. and LONDON, England, 5 September, 2006 - Powerwave
Technologies, Inc. (NASDAQ:PWAV) and Filtronic plc ('Filtronic') today announced
that they have revised the terms of their previously agreed transaction whereby
Powerwave would acquire the majority of Filtronic's Wireless Infrastructure
division.
The amended terms consist of a combination of US$185 million in cash and 17.7
million newly issued shares of Powerwave common stock.
Previously, the companies had announced on 12 June 2006 that they had signed a
definitive agreement for Powerwave to acquire the majority of Filtronic's
Wireless Infrastructure division for a combination of US$150 million in cash and
20.7 million newly issued shares of Powerwave common stock.
The specific product lines included in this proposed transaction are unchanged
and so comprise transmit/receive filters, integrated remote radio heads and
power amplifier products, all for use in commercial wireless infrastructure base
station equipment (the 'Wireless Infrastructure business'). The proposed
acquisition does not include point to point radio backhaul equipment, as well as
Filtronic's other divisions, of Compound Semiconductors and Defence Electronics.
The board of directors of both Powerwave and Filtronic have approved the
revised agreement.
The transaction is subject to approval by Filtronic shareholders. The board of
Filtronic expects to post a circular putting this proposal to shareholders
shortly and to have the required shareholder meeting in late September/early
October 2006. Subject to shareholders having approved the proposal, the
transaction is expected to complete in early/mid October 2006.
The Board will set out the details of its intentions on return of cash to
shareholders in the circular. These intentions include returning substantially
all of the proceeds from the stock disposal to shareholders.
Enquiries
Filtronic plc:
Professor J David Rhodes, Group Chief Executive Tel: 01274 530622 / Mob: 07850 827 280
Charles 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