Revised Agreement Between Filtronic and Powerwave

Filtronic plc and Powerwave Technologies Inc. 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 $185 M in cash and 17.7 million newly issued shares of Powerwave common stock. This revision follows the original announcement of 12 June 2006 that the two companies had signed a definitive agreement for Powerwave to acquire the majority of Filtronic’s Wireless Infrastructure division for a combination of $150 M 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 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 boards of directors of both Powerwave and Filtronic have approved the revised agreement. However, the transaction is subject to approval by Filtronic shareholders, with the company posting a circular setting out the details of its intentions on return of cash to shareholders. These intentions include returning substantially all of the proceeds from the stock disposal to shareholders.