IPWireless Acquisition

4/9/2007

M&A

$235,000,000

Under the terms of the agreement, NextWave will pay approximately $100 million at closing, consisting of $25 million in cash and $75 million in NextWave common stock. Additional consideration of up to $135 million will be paid based on the achievement of certain revenue milestones in the 2007 - 2009 timeframe as specified in the agreement, with potential payments of up to $50 million in late 2007 or 2008, up to $7.5 million in 2008, up to $24.2 million in 2009 and up to $53.3 million in 2010. If earned, up to $114 million of such additional considerations is payable in cash or shares of common stock at the election of NextWave, and up to $21 million of such amounts are payable in cash or shares of common stock at the election of representatives of IPWireless shareholders.

Acquired or Merged

Wireless

90 New Montgomery Street 315
San Francisco, CA 94105
USA

IPWireless enhances the performance of global wireless standards to deliver advanced next generation mobile broadband and multimedia solutions. These end-to-end solutions are being deployed by leading mobile operators and public safety agencies to offer a range of packet-based mobile services with unmatched performance and economics.