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FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 333-13907
PRONET INC.
SUPPLEMENT TO PROSPECTUS DATED NOVEMBER 12, 1996
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THE DATE OF THIS SUPPLEMENT IS DECEMBER 6, 1996.
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The following information supplements the Prospectus dated November 12,
1996, of ProNet Inc., a Delaware corporation ("ProNet" or the "Company"),
relating to the offering by the Selling Stockholders (the "Selling
Stockholders") of up to an aggregate of 1,500,000 shares of Common Stock, par
value $.01 per share ("Common Stock"), of ProNet. Unless otherwise defined
herein, certain capitalized terms have the meanings ascribed to them in the
Prospectus.
SELLING STOCKHOLDERS
The following table sets forth the name of each Selling Stockholder and
relationship, if any, with the Company and (i) the number of shares of Common
Stock owned by each Selling Stockholder as of November 11, 1996 (assuming no
shares have been sold under this Prospectus as of such date), (ii) the
maximum number of shares of Common Stock which may be offered for the account
of such Selling Stockholder under the Prospectus, and (iii) the amount and
percentage of Common Stock to be owned by the Selling Stockholder after the
completion of the Offering assuming the sale of all the Common Stock which
may be offered hereunder.
Amount and
Maximum Percentage of
Number of Shares Common Stock
Shares Owned Which May be Owned After
Name of Selling Holder and Prior to Sold the Offering(1)
Relationship to Company Offering Hereunder Amount - %
- -------------------------- ------------ ---------------- ---------------
Bay Alarm Company 433,971 433,971 --
William E. Koch 76,979 76,979 --
John K. LaRue 386,821 386,821 --
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(1) Assumes the sale of all shares of Common Stock registered hereunder,
although none of the Selling Stockholders are under any obligation known
to the Company to sell any shares of Common Stock.
The Company will pay the expenses of registering the shares of Common
Stock being sold hereunder which are estimated to be approximately $54,000.
