P COM INC
8-K, 1999-04-22
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 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 21, 1999
                                                 -----------------------   


                                  P-COM, INC
- --------------------------------------------------------------------------------
              (Exact name of registrant as specified in charter)

         Delaware                   0-25356                      77-0289371
- --------------------------------------------------------------------------------
(State or other jurisdiction       (Commission                  (IRS Employer
     of incorporation)             File Number)              Identification No.)
 

3175 S. Winchester Boulevard, Campbell, California          95008
- --------------------------------------------------------------------------------
(Address of principal executive offices)                  (Zip Code)



Registrant's telephone number, including area code    (408) 866-3666
                                                    -------------------


                                     None
- --------------------------------------------------------------------------------
        (Former name or former address, if changed since last report.)
<PAGE>
 
Item 5.  Other Events.
         ------------ 

          In a press release disseminated on April 21, 1999, the Registrant
issued a press release announcing the filing of its Annual Report on Form 10-K
for the fiscal year 1999 with the Securities and Exchange Commission and NASDAQ
National Market, satisfying the NASDAQ National Market's filing requirements.  A
copy of the press release is attached hereto and incorporated herein by
reference.

          Statements in this report that are forward looking involve known and
unknown risks and uncertainties, which may cause the Company's actual results in
future periods to be materially different from any future performance that may
be suggested in this release.  Such factors may include, but are not limited to,
reliance upon subcontractors, fluctuations in customer demand and commitments,
both in timing and volume, introduction of new products, commercial acceptance
and viability of new products and expenses associated therewith, cancellations
of orders without penalties, pricing and competition, the Company's ability to
have available an appropriate amount of production capacity in a timely manner,
the ability of the Company's customers to finance their purchases of the
Company's products and/or services, the timing of new technology and product
introductions, the risk of early obsolescence accounting for adjustments for the
Cylink Acquisition and the pending stockholder class action lawsuits.  In
addition, actual 1998 annual and fourth quarter results and previously reported
results for such periods may differ or change materially due to potential prior
period adjustments in such related restatements required by the SEC in response
to its new guidelines or made on the advice of the Company's independent
accountants.  Similarly, results for future periods may be impacted by these
potential adjustments and related restatement.  Further, the Company operates in
an industry sector where securities values are highly volatile and may be
influenced by economic and other factors beyond the Company's control, such as
announcements by competitors and service providers.  Reference is made to the
discussion of risk factors detailed in the Company's filings with the Securities
and Exchange Commission, including its reports on Form 10-K and 10-Q.

Item 7.  Financial Statement and Exhibits.
         -------------------------------- 

          A copy of the Registrant's press release announcing the filing of its
Annual Report on Form 10-K for the fiscal year 1999 with the Securities and
Exchange Commission and NASDAQ National Market, satisfying the NASDAQ National
Market's filing requirements is attached hereto as an exhibit.
<PAGE>
 
                                   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.



                                        P-COM, INC.



DATE: April 21, 1999               By:  /s/  Michael J. Sophie
                                     ------------------------------------
                                         Name:   Michael J. Sophie
                                         Title:  Chief Financial Officer
<PAGE>
 
                                 EXHIBIT INDEX

Exhibit
- -------

99.1      Press Release disseminated April 21, 1999

<PAGE>
                                                                    Exhibit 99.1

FOR IMMEDIATE RELEASE
                                                                     Page 1 of 2

COMPANY CONTACT:

Michael Sophie
Chief Financial Officer
(408) 866-3666

                 P-COM, INC. FILES ANNUAL REPORT ON FORM 10-K
- --------------------------------------------------------------------------------

        CAMPBELL, CA, USA (April 21, 1999) -- P-Com, Inc. (NASDAQ National 
Market: PCMS), announced that it filed its Annual Report on Form 10-K for the 
fiscal year 1998 with the Securities and Exchange Commission and NASDAQ National
Market on April 21, 1999 and has satisfied the NASDAQ National Market's filing 
requirements. The Company's Common Stock continues to trade on the NASDAQ 
National Market under its current NASDAQ National Market symbol of PCMS.

        P-Com, Inc. develops manufactures and markets network access systems for
the worldwide wireless telecommunications market. The point-to-point, spread 
spectrum, and point-to-multipoint radio links provided by P-Com are designed to 
satisfy the network requirements of cellular and personal communications 
services, corporate communications, public utilities and local governments. In 
addition, P-Com provides comprehensive network services including system and 
program planning and management, path design and installation.

        Statements in this release that are forward looking involve known and 
unknown risks and uncertainties, which may cause the Company's actual results in
future periods to be materially different from any future performance that may 
be suggested in this release. Such factors may include, but are not limited to, 
reliance upon subcontractors, fluctuations in customer demand and commitments, 
both in timing and volume, introduction of new products, commercial acceptance 
and viability of new products and expenses associated therewith, cancellations 
of orders without penalties, pricing and competition, the Company's ability to 
have available an appropriate amount of production capacity in a timely manner, 
the ability of the Company's customers to finance their purchase of the 
Company's products and/or services, the timing of new technology and

<PAGE>
 
                                                                     Page 2 of 2
P-COM'S SYMBOL TO REMAIN AS PCMS
- --------------------------------------------------------------------------------

product introductions, the risk of early obsolescence and the pending 
stockholder class action lawsuits. Further, the Company operates in an industry 
sector where securities values are highly volatile and may be influenced by 
economic and other factors beyond the Company's control, such as announcements 
by competitors and service providers. Reference is made to the discussion of 
risk factors detailed in the Company's filings with the Securities and Exchange 
Commission, including its reports on Form 10-K and 10-Q.

        P-Com, Inc., with world headquarters in Campbell, California, USA and 
offices in Florida, New Jersey, Virginia, the UK, Italy, France, Germany, 
Poland, Mexico, Dubai and China, is an ISO 9001 certified company. For 
additional information, contact P-Com at:

  P-Com, Inc.  .  3175 S. Winchester Boulevard  .  Campbell, CA 95008  .  USA
                  TEL: (408) 866-3666  .  FAX: (408) 866-3655
                                 www.p-com.com
                                      ###



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