Registration No. 333-106086
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
POST-EFFECTIVE AMENDMENT NO. 2
TO
Form S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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SPRINT NEXTEL CORPORATION
(Exact name of registrant as specified in its charter)
Kansas 48-0457967
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2001 Edmund Halley Drive, Reston, Virginia 20191
(Address of principal executive offices)
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SPRINT RETIREMENT SAVINGS PLAN AND
SPRINT RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
(Full title of the Plans)
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LEONARD J. KENNEDY, ESQ.
General Counsel
Sprint Nextel Corporation
2001 Edmund Halley Drive
Reston, Virginia 20191
(Name and address of agent for service)
Telephone number, including area code, of agent for service:
(703) 433-4000
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EXPLANATORY NOTE
This Registration Statement as originally filed related to the offering of
15,000,000 shares of FON Common Stock and 17,000,000 shares of PCS Common Stock
of Sprint Corporation ("Sprint") issuable under the Sprint Retirement Savings
Plan and the Sprint Retirement Savings Plan for Bargaining Unit Employees.
Following the recombination of the PCS Common Stock and the FON Common Stock in
April 2004, the shares of PCS Common Stock were deregistered. In connection with
the merger of Nextel Communications, Inc. with and into a subsidiary of Sprint
in August 2005, Sprint amended its Articles of Incorporation to change its name
to Sprint Nextel Corporation ("Sprint Nextel") and to redesignate its FON Common
Stock as Common Stock.
The Sprint Retirement Savings Plan was amended effective January 1, 2006.
Common Stock is no longer offered as an investment alternative for additional
contributions or exchanges and the company match is no longer made in Common
Stock. Following the spin-off of Embarq Corporation in May 2006, Sprint Nextel
is no longer the sponsor of the Sprint Retirement Savings Plan for Bargaining
Unit Employees. Consequently, no additional shares of Sprint Nextel Common Stock
will be issued by Sprint Nextel under either Plan. An aggregate of 2,491,272
shares of Sprint Nextel Common Stock registered under this Registration
Statement have been issued. Accordingly, the purpose of this Post-Effective
Amendment No. 2 to the Registration Statement is to deregister the remaining
12,508,728 shares of Sprint Nextel Common Stock covered by this Registration
Statement.
PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
Exhibit
Number Exhibits
24. Power of Attorney.
II-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post-Effective
Amendment No. 2 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Overland Park, State of
Kansas, on the 24th day of August, 2006.
SPRINT NEXTEL CORPORATION
By /s/ Michael T. Hyde
(Michael T. Hyde, Assistant Secretary)
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment No. 2 to the Registration Statement has been signed by the
following persons in the capacities and on the date indicated.
Name Title Date
G. D. FORSEE* Chief Executive Officer and )
Director )
(Principal Executive )
Officer) )
)
P. N. SALEH* Chief Financial Officer )
(Principal Financial )
Officer) )
)
W. G. ARENDT* Senior Vice President and )
Controller )
(Principal Accounting )
Officer) )
) August 24, 2006
TIMOTHY M. DONAHUE* Chairman )
)
)
KEITH J. BANE* Director )
)
)
GORDON M. BETHUNE* Director )
)
)
FRANK M. DRENDEL* Director )
)
)
JAMES H. HANCE, JR.* Director )
)
II-2
V. JANET HILL* Director )
)
)
I. O. HOCKADAY, JR.* Director )
)
)
WILLIAM E. KENNARD* Director )
) August 24, 2006
)
L. K. LORIMER* Director )
)
)
WILLIAM H. SWANSON* Director )
)
/s/ Michael T. Hyde
* Signed by Michael T. Hyde,
Attorney-in-Fact, pursuant to
Power of Attorney filed with this
Amendment to the Registration
Statement No. 333-106086.
II-3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
provisions of Rule 478 thereunder, the Sprint Retirement Savings Plan has duly
caused this Post-Effective Amendment No. 2 to the Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Overland Park, State of Kansas, on the 24th day of August, 2006.
SPRINT RETIREMENT SAVINGS PLAN
By: /s/ Michael T. Hyde
Michael T. Hyde
Assistant Secretary of Sprint Nextel Corporation
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
provisions of Rule 478 thereunder, the Sprint Retirement Savings Plan for
Bargaining Unit Employees has duly caused this Post-Effective Amendment No. 2 to
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Overland Park, State of Kansas, on the
24th day of August, 2006.
SPRINT RETIREMENT SAVINGS PLAN FOR
BARGAINING UNIT EMPLOYEES
By: /s/ Michael T. Hyde
Michael T. Hyde
Assistant Secretary of Sprint Nextel Corporation
II-4
EXHIBIT INDEX
Exhibit
Number Exhibits
24. Power of Attorney.