SC 13D/A 1 sch13da_061903.txt SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A-16 Under the Securities Exchange Act of 1934 (Amendment No. 16) SPRINT CORPORATION (Name of Issuer) PCS Common Stock--Series 1, par value $1.00 per share (Title of Class of Securities) 852061506 (CUSIP Number) France Telecom Pierre Hilaire Director of Financial Information 6 place d'Alleray, 75505 Paris Cedex 15, France Phone (33-1) 44-44-22-22 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 20, 2003 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. * 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 disclosures provided in a prior cover page. The information required on 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). 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON France Telecom IRS Identification Number: N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* NA 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF 7 SOLE VOTING POWER SHARES 0 BENEFICALLY OWNED BY 8 SHARED VOTING POWER EACH 0 REPORTING PERSON WITH 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) N/A 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! This Amendment No. 16 (this "Amendment") amends and supplements the Schedule 13D filed on February 12, 1996, as amended by Amendment No. 1 to the Schedule 13D filed on May 6, 1996, Amendment No. 2 to the Schedule 13D filed on May 28, 1998, Amendment No. 3 to the Schedule 13D filed on December 1, 1998, Amendment No. 4 to the Schedule 13D filed on February 12, 1999, Amendment No. 5 to the Schedule 13D filed on February 24, 1999, Amendment No. 6 to the Schedule 13D filed on April 1, 1999, Amendment No. 7 to the Schedule 13D filed on July 6, 1999, Amendment No. 8 to the Schedule 13D filed on October 8, 1999, Amendment No. 9 to the Schedule 13D filed on January 10, 2000, Amendment No. 10 to the Schedule 13D filed on January 25, 2000, Amendment No. 11 to the Schedule 13D filed on February 21, 2001, Amendment No. 12 to the Schedule 13D filed on June 7, 2001, Amendment No. 13 to the Schedule 13D filed on August 14, 2001, Amendment No. 14 to the Schedule 13D filed on August 21, 2001 and Amendment No. 15 to the Schedule 13D filed on December 21, 2001 (as amended and supplemented, the "Schedule 13D"), of Deutsche Telekom AG ("DT") and France Telecom ("FT"), with respect to the PCS Common Stock - Series 1, par value $1.00 per share (the "Series 1 PCS Common Stock"), of Sprint Corporation, a Kansas corporation (the "Issuer"). All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D, as previously amended and supplemented. Insofar as FT has ceased to beneficially own any Series 1 PCS Common Stock of the Issuer, from and after the date hereof FT has no further filing obligation under Section 13(d) of the Securities Exchange Act of 1934, as amended, with respect to the equity securities of the Issuer. ITEM 2. IDENTITY AND BACKGROUND Numbered paragraph 2 of Item 2 to the Schedule 13D is amended and supplemented by adding the following at the end thereof: Information regarding the directors and executive officers of FT is set forth on Schedule II attached hereto and such Schedule is incorporated herein by reference. Except as set forth on Schedule II, all of the directors and executive officers of FT are citizens of France. During the last five years, neither FT, nor, to the best knowledge of FT, any person named on Schedule II, has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial administrative body of competent jurisdiction as a result of which proceeding it is or was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a-b) On June 20, 2003, FT ceased to be the beneficial owner of any shares of Series 1 PCS Common Stock of the Issuer. (c) On June 20, 2003, pursuant to the Secondary Block Trade Agreement, FT sold 56,000,032 shares of Series 1 PCS Common Stock to UBS Securities LLC at a net price of US$5.89 per share for a total consideration of US$329,840,188.00. The Secondary Block Trade Agreement, which is attached hereto as Exhibit 1, is incorporated herein by reference. Except as disclosed above, neither FT, nor, to the best knowledge of FT, any of the persons listed in Schedule II hereto, effected any transaction in PCS Common Stock of the Issuer during the past 60 days. (d) Not applicable. (e) On June 20, 2003, FT ceased to be the beneficial owner of any shares of Series 1 PCS Common Stock of the Issuer. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Item 6 is hereby amended and supplemented by incorporating by reference in its entirety the first paragraph of Item 5(c) above. ITEM 7. MATERIALS TO BE FILED AS EXHIBITS Item 7 is hereby amended and supplemented to include the following Exhibit 1 attached hereto: Exhibit 1 Secondary Block Trade Agreement, dated June 20, 2003, between UBS Securities LLC and France Telecom. After reasonable inquiry and to my best knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. DATED: June 20, 2003 FRANCE TELECOM By:/s/ Pierre Hilaire ------------------------------------- Name: Pierre Hilaire Title: Director of Financial Information Schedule II Directors and Executive Officers of France Telecom The following table sets forth the directors and executive officers of France Telecom, and their principal occupation or employment. The business address of all such persons for purposes of this Schedule 13D is France Telecom, 6 place d'Alleray, 75505 Paris Cedex 15, France. Board of Directors ------------------ Thierry Breton Chairman and Chief Executive Officer Bernard Dufau Strategic Consultant, IBM Corporation Arnaud Lagardere Manager of Lagardere SCA, Chairman of Lagardere Media and Lagardere Active Henri Martre Honorary Chairman, Aerospatiale Stephane Richard Chairman of Supervisory Board, Nexity Marcel Roulet Chairman, Paul Delouvrier Associations Jean Simonin Director Alain Costes Director of Technology, Ministry of Research Pierre-Mathieu Duhamel Director of Finance, Ministry of the Economy, Finance and Industry Yannick d'Escatha Chairman, CNES Pierre Gadonneix Chairman, Gaz de France Jean-Pierre Jouyet Director of the Treasury, Ministry of the Economy, Finance and Industry Jacques de Larosiere Advisor, BNP-Paribas Henri Serres Director of Information Systems Security, Secretariat General of National Defense Alain Baron Employee of France Telecom Rene Dupuy Employee of France Telecom Monique Biot Employee of France Telecom Michel Bonneau Employee of France Telecom Michelle Brisson-Autret Employee of France Telecom Jean-Claude Desrayaud Employee of France Telecom Jean-Michel Gaveau Employee of France Telecom Executive Officers ------------------ Thierry Breton Chairman and Chief Executive Officer Frank E. Dangeard Senior Executive Vice President, Financial Balancing and Value Added Program Barbara Dalibard Senior Executive Vice President, Large Business Division Jean-Yves Gouiffes Senior Executive Vice President, Fixed-Line Division and Distribution Division, France Jean-Philippe Vanot Senior Executive Vice President, Network and Operators Division Jean-Paul Cottet Senior Executive Vice President, Information Systems, and Senior Executive Vice President, International Division Solomon Trujillo Senior Executive Vice President, Orange Olivier Sichel Senior Executive Vice President, Wanadoo Michel Combes Senior Executive Vice President and Chief Financial Officer, Finance Division Bernard Bresson Executive Vice President, Human Resources; Interim Director of the Human Resources Development and Optimization Program Michel Davancens Senior Executive Vice President, Animation Group and Management Network Evaluation Jacques Champeaux Senior Executive Vice President, Secretarit General Jean-Jacques Damlamian Senior Executive Vice President, Technology and Innovation Division Marc Meyer Senior Executive Vice President, Corporate Communications Louis-Pierre Wenes Senior Executive Vice President, Purchasing and Performance Amelioration Division