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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) April 25, 2006
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NEXTEL PARTNERS, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
000-29633 91-1930918
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(Commission File Number) (IRS Employer Identification No.)
4500 CARILLON POINT
KIRKLAND, WASHINGTON 98033
(Address of Principal Executive Offices) (Zip Code)
(425) 576-3600
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On April 25, 2006, Nextel Partners, Inc. issued a press release
announcing its financial and operating results for the first quarter and for the
period ended March 31, 2006. A copy of the Company's press release announcing
these financial and operating results and certain other information is filed
herewith as Exhibit 99.1, which is incorporated herein by reference.
The information in this Item 2.02 and Exhibit 99.1 shall not be deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), or otherwise subject to the liability of that
section, and shall not be incorporated by reference into any registration
statement or other document filed under the Securities Act of 1933, as amended,
or the Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
The information presented in the attached press release in Exhibit 99.1
includes financial information prepared in accordance with generally accepted
accounting principles in the United States of America, or GAAP, as well as other
financial measures that may be considered non-GAAP financial measures, including
Adjusted EBITDA; service revenue margin; free cash flow; CPGA; ARPU; LRS; and
net capital expenditures. Generally, a non-GAAP financial measure is a numerical
measure of a company's performance, financial position or cash flows that either
excludes or includes amounts that are not normally excluded or included in the
most directly comparable measure calculated and presented in accordance with
GAAP. As described more fully in the notes to the financial tables attached to
the press release in Exhibit 99.1, management believes these non-GAAP measures
provide meaningful additional information about the Company's performance and
its ability to service its long-term debt and other fixed obligations and to
fund its continued growth. The non-GAAP financial measures should be considered
in addition to, but not as a substitute for, the information prepared in
accordance with GAAP. Reconciliations from GAAP results to these non-GAAP
financial measures are provided in the notes to the financial tables attached to
the press release in Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Nextel Partners Inc.'s Press Release, dated April 25, 2006.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NEXTEL PARTNERS, INC.
By: /s/ Donald. J. Manning
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Name: Donald J. Manning
Title: Vice President, General
Counsel and Secretary
Date: April 27, 2006
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EXHIBITS
99.1 Nextel Partners Inc.'s Press Release, dated April 25, 2006
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