-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TEiq6bkzFUIzG1fFsq59yOKhuaycm6uUFcFgpXr2V2waw8xJ6dX0zSECzoB/SF0L w5gZR5i7Zic+gIe3kJTsLg== 0000888002-00-000215.txt : 20000313 0000888002-00-000215.hdr.sgml : 20000313 ACCESSION NUMBER: 0000888002-00-000215 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20000310 GROUP MEMBERS: AXA GROUP MEMBERS: AXA ASSURANCES I.A.R.D. MUTUELLE GROUP MEMBERS: AXA ASSURANCES VIE MUTUELLE GROUP MEMBERS: AXA CONSEIL VIE ASSURANCE MUTUELLE GROUP MEMBERS: AXA COURTAGE ASSURANCE MUTUELLE GROUP MEMBERS: AXA FINANCIAL INC GROUP MEMBERS: DLJ CAPITAL INVESTORS, INC. GROUP MEMBERS: DLJ DIVERSIFIED PARTNERS, INC. GROUP MEMBERS: DLJ DIVERSIFIED PARTNERS, L.P. GROUP MEMBERS: DLJ DIVERSIFIED PARTNERS-A, L.P. GROUP MEMBERS: DLJ EAB PARTNERS, L.P. GROUP MEMBERS: DLJ ESC II, L.P. GROUP MEMBERS: DLJ FIRST ESC, L.P. GROUP MEMBERS: DLJ LBO PLANS MANAGEMENT CORPORATION GROUP MEMBERS: DLJ MERCHANT BANKING PARTNERS II, L.P. GROUP MEMBERS: DLJ MERCHANT BANKING PARTNERS II-A, L.P. GROUP MEMBERS: DLJ MILLENNIUM PARTNERS, L.P. GROUP MEMBERS: DLJ MILLENNIUM PARTNERS-A, L.P. GROUP MEMBERS: DLJ OFFSHORE PARTNERS II, C.V. GROUP MEMBERS: DLJMB FUNDING II, INC. GROUP MEMBERS: DONALDSON, LUFKIN & JENRETTE, INC. GROUP MEMBERS: UK INVESTMENT PLAN 1997 PARTNERS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEXTEL PARTNERS INC CENTRAL INDEX KEY: 0001085707 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 911930918 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-58679 FILM NUMBER: 566120 BUSINESS ADDRESS: STREET 1: 4500 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 BUSINESS PHONE: 4258281713 MAIL ADDRESS: STREET 1: 4500 CARILLLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AXA FINANCIAL INC CENTRAL INDEX KEY: 0000888002 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 133623351 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE COMPANIES INC DATE OF NAME CHANGE: 19950721 SC 13G 1 SCHEDULE 13G Page 1 of 29 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. )* Nextel Partners, Inc. ------------------------------------------------- (NAME OF ISSUER) Common Stock ------------------------------------------------- (TITLE OF CLASS OF SECURITIES) 65333F107 ------------------------------------------------- (CUSIP NUMBER) February 22, 2000 ------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) X Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person`s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be 'filed' for the purpose of Section 18 of the Securities Exchange Act of 1934 ('Act') or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (CONTINUED ON FOLLOWING PAGE(S)) CUSIP NO. 65333F107 13G Page 2 of 29 Pages 1- NAME OF REPORTING PERSON AXA Assurances I.A.R.D. Mutuelle S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [X] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * IC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 65333F107 13G Page 3 of 29 Pages 1- NAME OF REPORTING PERSON AXA Assurances Vie Mutuelle S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [X] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 (Not to be construed as an admission of beneficial ownership) 10- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * IC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 65333F107 13G Page 4 of 29 Pages 1- NAME OF REPORTING PERSON AXA Conseil Vie Assurance Mutuelle S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [X] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 (Not to be construed as an admission of beneficial ownership) 10- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * IC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 65333F107 13G Page 5 of 29 Pages 1- NAME OF REPORTING PERSON AXA Courtage Assurance Mutuelle S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [X] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 (Not to be construed as an admission of beneficial ownership) 10- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * IC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 65333F107 13G Page 6 of 29 Pages 1- NAME OF REPORTING PERSON AXA S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * HC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 65333F107 13G Page 7 of 29 Pages 1- NAME OF REPORTING PERSON AXA Financial, Inc. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 13-3623351 2- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3- SEC USE ONLY 4- CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF SHARES BENEFICIALLY OWNED AS OF February 22, 2000 BY EACH REPORTING PERSON WITH 5- SOLE VOTING POWER 0 6- SHARED VOTING POWER 28,533,132 7- SOLE DISPOSITIVE POWER 0 8- SHARED DISPOSITIVE POWER 28,533,132 9- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 10- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.8% 12- TYPE OF REPORTING PERSON * HC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 8 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Donaldson, Lufkin & Jenrette, Inc. 13-1898818 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 28,533,132 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 28,533,132 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.8% 12. TYPE OF REPORTING PERSON* HC *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 9 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Capital Investors, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 28,533,132 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 28,533,132 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,533,132 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.8% 12. TYPE OF REPORTING PERSON* HC *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 10 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Merchant Banking Partners II, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 17,973,750 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 17,973,750 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,973,750 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.2% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 11 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Merchant Banking Partners II-A, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 715,800 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 715,800 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 715,800 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.4% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 12 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Offshore Partners II, C.V. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 883,854 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 883,854 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 883,854 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.5% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 13 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Millennium Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 290,616 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 290,616 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 290,616 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.2% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 14 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Millennium Partners-A, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 56,676 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 56,676 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 56,676 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 15 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Diversified Partners, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 1,441,068 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 1,441,068 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,441,068 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.9% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 16 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Diversified Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 1,050,822 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 1,050,822 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,050,822 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.7% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 17 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ Diversified Partners-A, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 390,246 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 390,246 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 390,246 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.2% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 18 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJMB Funding II, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 3,265,926 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 3,265,926 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,265,926 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.0% 12. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 19 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ LBO Plans Management Corporation 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 435,354 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 435,354 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 435,354 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.3% 12. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 20 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) UK Investment Plan 1997 Partners 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 400,764 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 400,764 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 400,764 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.2% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 21 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ First ESC, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 34,590 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 34,590 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,590 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 22 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ ESC II, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 3,389,388 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 3,389,388 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,389,388 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.1% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 65333F107 13G Page 23 of 29 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) DLJ EAB Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER 80,700 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER 80,700 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 80,700 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ] CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.1% 12. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1(a) Name of Issuer: Page 24 of 29 Pages Nextel Partners, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 4500 Carillon Point Kirkland, WA 98033 Item 2(a) and 2(b) Name of Person Filing and Address of Principal Business Office: AXA Conseil Vie Assurance Mutuelle 100-101 Terrasse Boieldieu 92042 Paris La Defense France AXA Assurances I.A.R.D Mutuelle and AXA Assurances Vie Mutuelle 21, rue de Chateaudun 75009 Paris France AXA Courtage Assurance Mutuelle 26, rue Louis le Grand 75002 Paris France as a group (collectively, the 'Mutuelles AXA'). AXA 9 Place Vendome 75001 Paris France AXA Financial, Inc. 1290 Avenue of the Americas New York, New York 10104 Donaldson, Lufkin & Jenrette, Inc. DLJ Capital Investors, Inc. DLJ Merchant Banking Partners II, L.P. DLJ Merchant Banking Partners II-A, L.P. DLJ Offshore Partners II, C.V. DLJ Millennium Partners, L.P. DLJ Millennium Partners-A, L.P. DLJ Diversified Partners, Inc. DLJ Diversified Partners, L.P. DLJ Diversified Partners-A, L.P. DLJMB Funding II, Inc. DLJ LBO Plans Management Corporation UK Investment Plan 1997 Partners DLJ First ESC, L.P. DLJ ESC II, L.P. DLJ EAB Partners, L.P. 277 Park Avenue, New York, NY 10172. (Please contact Patrick Meehan at (212) 314-5644 with any questions.) Page 25 of 29 Pages Item 2(c) Citizenship: Each of the persons filing this statement is a United States citizen, a corporation or limited partnership organized under the laws of a state of the United States or a trust created or governed under the laws of a state of the United States except as noted below: Mutuelles AXA and AXA - France Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 65333F107 Item 3. Type of Reporting Person: AXA Financial, Inc. HC The Mutuelles AXA, as a group HC AXA HC Donaldson, Lufkin & Jenrette, Inc. HC DLJ Capital Investors, Inc. HC DLJ Merchant Banking Partners II, L.P. PN DLJ Merchant Banking Partners II-A, L.P. PN DLJ Offshore Partners II, C.V. PN DLJ Millennium Partners, L.P. PN DLJ Millennium Partners-A, L.P. PN DLJ Diversified Partners, Inc. CO DLJ Diversified Partners, L.P. PN DLJ Diversified Partners-A, L.P. PN DLJMB Funding II, Inc. CO DLJ LBO Plans Management Corporation CO UK Investment Plan 1997 Partners PN DLJ First ESC, L.P. PN DLJ ESC II, L.P. PN DLJ EAB Partners, L.P. PN Page 26 of 29 Pages Item 4. Ownership as of February 22, 2000:
Shares Total Percent Convertible Shares of Common From Beneficially Class Stock Warrants Owned (1) The Mutuelles AXA, as a group (2) 28,533,132 17.8% AXA (2) 28,533,132 17.8% AXA Financial, Inc. 28,533,132 17.8% Donaldson, Lufkin & Jenrette, Inc. 28,533,132 17.8% DLJ Capital Investors, Inc. 28,533,132 17.8% DLJ Merchant Banking Partners II, L.P. 17,188,974 784,776 17,973,750 11.2% DLJ Merchant Banking Partners II-A, L.P. 684,546 31,254 715,800 0.4% DLJ Offshore Partners II, C.V. 845,262 38,592 883,854 0.5% DLJ Millennium Partners, L.P. 277,926 12,690 290,616 0.2% DLJ Millennium Partners-A, L.P. 54,204 2,472 56,676 0.0% DLJ Diversified Partners, Inc. 1,441,068 0.9% DLJ Diversified Partners, L.P. 1,004,940 45,882 1,050,822 0.7% DLJ Diversified Partners-A, L.P. 373,206 17,040 390,246 0.2% DLJMB Funding II, Inc. 3,126,600 139,326 3,265,926 2.0% DLJ LBO Plans Management Corporation 435,354 0.3% UK Investment Plan 1997 Partners 379,998 20,766 400,764 0.2% DLJ First ESC, L.P. 33,078 1,512 34,590 0.0% DLJ ESC II, L.P. 3,241,398 147,990 3,389,388 2.1% DLJ EAB Partners, L.P. 77,178 3,522 80,700 0.1% ----------- ----------- 27,287,310 1,245,822 (1) Based on 160,173,796 shares outstanding, including 158,927,974 shares outstanding as reported in the Company's S-1 Filing and 1,245,822 shares issuable upon exercise of warrants. (2) Each of the Mutuelles AXA, as a group, and AXA expressly declares that the filing of this Schedule 13G shall not be construed as an admission that it is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any securities covered by this Schedule 13G.
ITEM 4. Ownership as of February 22, 2000 Page 27 of 29 Pages (c) Deemed Voting Power and Disposition Power:
(i) Sole (ii) Shared (iii) Sole power (iv) Shared power to vote power to vote to dispose or power to dispose or to direct or to direct to direct the or to direct the the vote the vote disposition of disposition of The Mutuelles AXA, as a group 0 28,533,132 0 28,533,132 AXA 0 28,533,132 0 28,533,132 AXA Financial, Inc. 0 28,533,132 0 28,533,132 Donaldson, Lufkin & Jenrette, Inc. 0 28,533,132 0 28,533,132 DLJ Capital Investors, Inc. 0 28,533,132 0 28,533,132 DLJ Merchant Banking Partners II, L.P. 0 17,973,750 0 17,973,750 DLJ Merchant Banking Partners II-A, L.P. 0 715,800 0 715,800 DLJ Offshore Partners II, C.V. 0 883,854 0 883,854 DLJ Millennium Partners, L.P. 0 290,616 0 290,616 DLJ Millennium Partners-A, L.P. 0 56,676 0 56,676 DLJ Diversified Partners, Inc. 0 1,441,068 0 1,441,068 DLJ Diversified Partners, L.P. 0 1,050,822 0 1,050,822 DLJ Diversified Partners-A, L.P. 0 390,246 0 390,246 DLJMB Funding II, Inc. 0 3,265,926 0 3,265,926 DLJ LBO Plans Management Corporation 0 435,354 0 435,354 UK Investment Plan 1997 Partners 0 400,764 0 400,764 DLJ First ESC, L.P. 0 34,590 0 34,590 DLJ ESC II, L.P. 0 3,389,388 0 3,389,388 DLJ EAB Partners, L.P. 0 80,700 0 80,700 (Each of the above subsidiaries of AXA Financial, Inc. operates under independent management and makes independent voting and investment decisions).
Page 28 of 29 Pages Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ( ) Item 6. Ownership of More than Five Percent on behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reporting on by the Parent Holding Company: This Schedule 13G is being filed by AXA Financial, Inc.; AXA, which beneficially owns a majority interest in AXA Financial, Inc.; and the Mutuelles AXA, which as a group control AXA: ( ) in the Mutuelles AXAs' capacity, as a group, acting as a parent holding company with respect to the holdings of the following AXA entity or entities; ( ) in AXA's capacity as a parent holding company with respect to the holdings of the following AXA entity or entities: (X) in AXA Financial, Inc. capacity as a parent holding company with respect to the holdings of its following subsidiaries: (X) Donaldson, Lufkin & Jenrette, Inc. (X) DLJ Capital Investors, Inc. (X) DLJ Merchant Banking Partners II, L.P. (X) DLJ Merchant Banking Partners II-A, L.P. (X) DLJ Offshore Partners II, C.V. (X) DLJ Millennium Partners, L.P. (X) DLJ Millennium Partners-A, L.P. (X) DLJ Diversified Partners, Inc. (X) DLJ Diversified Partners, L.P. (X) DLJ Diversified Partners-A, L.P. (X) DLJMB Funding II, Inc. (X) DLJ LBO Plans Management Corporation (X) UK Investment Plan 1997 Partners (X) DLJ First ESC, L.P. (X) DLJ ESC II, L.P. (X) DLJ EAB Partners, L.P. Page 29 of 29 Pages Item 8. Identification and Classification of Members of the Group. N/A --------------------------------------------------------- Item 9. Notice of Dissolution of Group: N/A ------------------------------ Item 10. Certification: ------------- By signing below I certify that to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. Signature --------- After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: March 10, 2000 AXA Financial, Inc.* /s/ Alvin H. Fenichel -------------------------------------------- Alvin H. Fenichel Senior Vice President and Controller *Pursuant to the Joint Filing Agreement with respect to Schedule 13G attached hereto as Exhibit I, among AXA Financial, Inc., AXA Conseil Vie Assurance Mutuelle, AXA Assurances I.A.R.D Mutuelle, AXA Assurances Vie Mutuelle, AXA Courtage Assurance Mutuelle, and AXA, this statement Schedule 13G is filed on behalf of each of them. EX-24 2 POWER OF ATTORNEY EXHIBIT I JOINT FILING AGREEMENT ---------------------- Each of the undersigned hereby agrees that the Schedule 13G filed herewith is filed jointly, pursuant to Rule 13d-1(f)(1) of the Securities Exchange Act of 1934, as amended on behalf of each of them. Dated: March 10, 2000 AXA Financial, Inc. BY: /s/ Alvin H. Fenichel ------------------------- Alvin H. Fenichel Senior Vice President and Controller AXA Assurances I.A.R.D. Mutuelle; AXA Assurances Vie Mutuelle; AXA Conseil Vie Assurance Mutuelle; AXA Courtage Assurance Mutuelle, as a group, and AXA Signed on behalf of each of the above entities BY: /s/ Alvin H. Fenichel ----------------------------------------- Alvin H. Fenichel Attorney-in-Fact (Executed pursuant to Powers of Attorney) Exhibit 1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT that Donaldson, Lufkin & Jenrette, Inc., a Delaware corporation; DLJ CAPITAL INVESTORS, INC., a Delaware corporation; DLJ Merchant Banking Partners II, L.P., a Delaware limited partnership.; DLJ Merchant Banking Partners II-A, L.P., a Delaware limited partnership.; DLJ Offshore Partners II, C.V., a Cayman Islands limited partnership; DLJ Millennium Partners, L.P., a Delaware limited partnership.; DLJ Millennium Partners-A, L.P., a Delaware limited partnership.; DLJ Diversified Partners, Inc., a Delaware corporation; DLJ Diversified Partners, L.P., a Delaware limited partnership.; DLJ Diversified Partners-A, L.P., a Delaware limited partnership.; DLJMB Funding II, Inc., a Delaware corporation; DLJ LBO Plans Management Corporation, a Delaware corporation; UK Investment Plan 1997 Partners, a Delaware partnership; DLJ First ESC, L.P., a Delaware limited partnership.; DLJ ESC II, L.P., a Delaware limited partnership.; and DLJ EAB Partners, L.P., a Delaware limited partnership. hereby constitutes and appoints Marjorie White, from the date hereof until such time as this Power of Attorney is revoked in writing, to act as its true and lawful agent and attorney- in-fact with full power and authority, in the name of and on behalf of the Company to execute, consent to, swear to, acknowledge, file, amend and/or modify and deliver one or more filings on Schedule 13-G and any and all subsequent filings made by or on behalf of the Securities and Exchange Commission pursuant to the Securities Act and/or the Securities Exchange Act of 1934, as amended. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. DONALDSON, LUFKIN & JENRETTE, INC. By: --------------------------------------- Name: Marjorie White Title: Vice President & Secretary DLJ CAPITAL INVESTORS, INC. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ MERCHANT BANKING PARTNERS II, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ MERCHANT BANKING PARTNERS II-A, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ OFFSHORE PARTNERS II, C.V. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ MILLENNIUM PARTNERS, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ MILLENNIUM PARTNERS-A, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ DIVERSIFIED PARTNERS, INC. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ DIVERSIFIED PARTNERS, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ DIVERSIFIED PARTNERS-A, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJMB FUNDING II, INC. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ LBO PLANS MANAGEMENT CORPORATION By: --------------------------------------- Name: Ivy Dodes Title: Vice President UK INVESTMENT PLAN 1997 PARTNERS By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ FIRST ESC, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ ESC II L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President DLJ EAB PARTNERS, L.P. By: --------------------------------------- Name: Ivy Dodes Title: Vice President -----END PRIVACY-ENHANCED MESSAGE-----