-----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, Iie0iKT6cL76WZqfnF2/pRbETIlc4ie7GlfQr2SRut0MvZ0tJhLUj5TIaKc7Rjl+ H4jOeqX5X9zF1qNLT/bosg== 0001012870-98-002308.txt : 19980903 0001012870-98-002308.hdr.sgml : 19980903 ACCESSION NUMBER: 0001012870-98-002308 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980902 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: P COM INC CENTRAL INDEX KEY: 0000935493 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 770289371 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-45463 FILM NUMBER: 98703252 BUSINESS ADDRESS: STREET 1: 3175 S WINCHESTER BLVD CITY: CAMPBELL STATE: CA ZIP: 95008 BUSINESS PHONE: 4088663666 MAIL ADDRESS: STREET 1: 3175 S WINCHESTER BLVD STREET 2: P-COM INC CITY: CAMPBELL STATE: CA ZIP: 95008 424B3 1 PROSPECTUS SUPPLEMENT NO. 8 TO FORM S-3 Filed Pursuant to Rule 424(b)(3) Registration Number 333-45463 PROSPECTUS SUPPLEMENT NO. 8 (TO PROSPECTUS DATED MAY 6, 1998) $100,000,000 P-COM, INC. 4 1/4% CONVERTIBLE SUBORDINATED NOTES DUE 2002 INTEREST PAYABLE MAY 1 AND NOVEMBER 1 AND SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION THEREOF This Prospectus Supplement (this "Supplement") relates to $100,000,000 aggregate principal amount of 4 1/4% Convertible Subordinated Notes due 2002 (the "Notes") of P-Com, Inc., a Delaware corporation (together with its subsidiaries, "P-Com" or the "Company"), and the shares of common stock, par value of $.0001 per share, of the Company (the "Common Stock") which are issuable upon conversion of the Notes (the "Shares"). The Notes and the Shares that are being registered hereby are to be offered for the account of the holders thereof (the "Selling Securityholders"). The Notes were originally issued in a private placement consummated in November 1997. This Supplement is not complete without, and may not be delivered or utilized except in connection with, the prospectus dated May 6, 1998, as amended and supplemented to date (the "Prospectus"). All capitalized terms used but not defined in this Supplement shall have the meanings given them in the Prospectus. SELLING SECURITYHOLDERS The following table sets forth the principal amount of Notes owned by certain Selling Securityholder(s) who were not specifically identified in the Prospectus and the number of Shares into which such Notes are convertible. The table of Selling Securityholders in the Prospectus is hereby amended to include the following Selling Securityholders:
NUMBER OF SHARES OF AGGREGATE PRINCIPLE PERCENT OF COMMON STOCK AMOUNT OF NOTES NOTES THAT MAY BENEFICIAL HOLDER THAT MAY BE SOLD OUTSTANDING BE SOLD(1) - ----------------- ------------------- ----------- ------------ BancAmerica Robertson Stephens..... 5,000,000 5% 182,083
- -------- (1) Assumes a conversion price of $27.46 per share and a cash payment in lieu of any fractional share interest. The Company may amend or supplement the Prospectus and this Prospectus Supplement from time to time to update the disclosure set forth therein and herein. THE DATE OF THIS PROSPECTUS SUPPLEMENT IS SEPTEMBER 2, 1998.
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