Nortel, Antec Revise Partnership
Under the amended agreement, Nortel Networks and ANTEC will immediately prior to closing contribute to Arris Interactive L.L.C. the amount of all outstanding loans previously provided to Arris Interactive, approximately US$114 million and US$10 million at December 31, 2000, respectively. At closing, Nortel Networks will transfer to the new company its existing membership interest in Arris Interactive in return for 37 million shares of common stock in the new company. Nortel Networks will own approximately 49.3 percent of the new company, and ANTEC stockholders will own the remaining 50.7 percent. Nortel Networks will also convert at closing approximately US$90 million of certain current payables and royalties due from, and advances made to, Arris Interactive into a new membership interest in Arris Interactive. Subject to the satisfaction of certain conditions, Nortel Networks will have the right to require Arris Interactive to redeem this new interest. The transaction is expected to close in the second quarter of 2001.