-----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, PODPU66+i2ULG2RfZXFZGw+xAbW49QqQZ1X0tOSLiAVGd+zdtdoyLMAyZujyCob7 yazgbeQ6BCIqmX3gBe17Gg== 0000101830-01-500035.txt : 20020412 0000101830-01-500035.hdr.sgml : 20020412 ACCESSION NUMBER: 0000101830-01-500035 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011127 GROUP MEMBERS: SPRINT CORPORATION SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EARTHLINK INC CENTRAL INDEX KEY: 0001102541 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 582511877 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-58685 FILM NUMBER: 1799478 BUSINESS ADDRESS: STREET 1: 1375 PEACHTREE STREET STREET 2: SUITE 400 CITY: ATLANTA STATE: GA ZIP: 30309 BUSINESS PHONE: 4048150770 MAIL ADDRESS: STREET 1: 1375 PEACHTREE STREET CITY: ATLANTA STATE: GA ZIP: 30309 FORMER COMPANY: FORMER CONFORMED NAME: WWW HOLDINGS INC DATE OF NAME CHANGE: 20000104 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SPRINT CORP CENTRAL INDEX KEY: 0000101830 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 480457967 STATE OF INCORPORATION: KS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2330 SHAWNEE MISSION PKWY CITY: WESTWOOD STATE: KS ZIP: 66205 BUSINESS PHONE: 9136243000 MAIL ADDRESS: STREET 1: 2330 SHAWNEE MISSION PKWY CITY: WESTWOOD STATE: KS ZIP: 66205 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TELECOMMUNICATIONS INC DATE OF NAME CHANGE: 19920316 FORMER COMPANY: FORMER CONFORMED NAME: UNITED UTILITIES INC DATE OF NAME CHANGE: 19731011 SC 13G 1 earthlink.txt EARTHLINK COMMON STOCK UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.________)* EarthLink, Inc. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 270321-10-2 (CUSIP Number) August 21, 2001 (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 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). CUSIP No. 270321-10-2 13G Page 1 of 5 Pages 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Sprint Corporation IRS Identification No.: 48-0457967 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ____ (b) ____ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Kansas NUMBER OF 5 SOLE VOTING POWER SHARES As of September 30, 2001, 28,614,771 shares of common stock BENEFICIALLY based on Sprint's ownership as of that date of 13,252,499 OWNED BY shares of Series A Convertible Preferred Stock and 16,836,640 EACH shares of Series B Convertible Preferred Stock. (Assumes the REPORTING conversion of these shares into shares of common stock as of PERSON WITH such date). 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER As of September 30, 2001, 28,614,771 shares of common stock based on Sprint's owners hip as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON As of September 30, 2001, 28,614,771 shares of common stock based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ____ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 16.5%(1) of the common stock outstan ding on September 30, 2001, based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). (1) Based on 144,532,868 shares of common stock outstanding as of September 30, 2001, as reported on the Issuer's Form 10-Q for the quarter ending September 30, 2001. 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP 270321-10-2 13G Page 2 of 5 Pages Item 1(a). Name of Issuer: EarthLink, Inc. Item 1(b). Address of Issuer's Principal Executive Offices: 1375 Peachtree Street Atlanta, Georgia 30309 Item 2(a). Name of Person Filing: Sprint Corporation Item 2(b). Address of Principal Business Office or, if None, Residence: 2330 Shawnee Mission Parkway Westwood, KS 66205 Item 2(c). Citizenship: Sprint Corporation, incorporated under the laws of the State of Kansas Item 2(d). Title of Class of Securities: Common Stock, par value $.01 per share Item 2(e). CUSIP Number: 270321-10-2 Item 3. If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c), check whether the person filing is a: (a) ___ Broker or dealer registered under Section 15 of the Exchange Act. (b) ___ Bank as defined in Section 3(a)(6) of the Exchange Act. (c) ___ Insurance company as defined in section 3(a)(19) of the Exchange Act. (d) ___ Investment company registered under section 8 of the Investment Company Act. (e) ___ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) ___ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); CUSIP No. 270321-10-2 13G Page 3 of 5 Pages (g) ___ A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G). (h) ___ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ___ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940; (j) ___ Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box. __X__ Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: As of September 30, 2001, 28,614,771 shares of common stock based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). (b) Percent of class: 16.5%(1) of the common stock outstanding on September 30, 2001, based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). (1) Based on 144,532,868 shares of common stock outstanding as of September 30, 2001, as reported on the Issuer's Form 10-Q for the quarter ending September 30, 2001. (c) Number of shares as to which such person has: (i) Sole Power to Vote or to Direct the Vote: As of September 30, 2001, 28,614,771 shares of common stock based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). (ii) Shared Power to Vote or to Direct the Vote: 0 (iii) Sole Power to Dispose or to Direct the Disposition: As of September 30, 2001, 28,614,771 shares of common stock based on Sprint's ownership as of that date of 13,252,499 shares of Series A Convertible Preferred Stock and 16,836,640 shares of Series B Convertible Preferred Stock. (Assumes the conversion of these shares into shares of common stock as of such date). (iv) Shared Power to Dispose or to Direct the Disposition: 0 CUSIP No. 270321-10-2 13G Page 4 of 5 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. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1990 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identification of the relevant subsidiary. N/A Item 8. Identification and Classification of Member of the Group. If a group has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(J), so indicate under Item 3(h) and attach an exhibit starting the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(d), attach an exhibit stating the identity of each member of the group. N/A Item 9. Notice of Dissolution of Group. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. N/A CUSIP No. 270321-10-2 13G Page 5 of 5 Pages Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose 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. November 27, 2001 Date /s/ Dennis C. Piper Signature Dennis C. Piper, Assistant Treasurer Name/Title -----END PRIVACY-ENHANCED MESSAGE-----