P-Com Announces Secondary Common Stock Offering for Selling Stockholders CAMPBELL, Calif., Feb. 6 /PRNewswire-FirstCall/ -- P-Com, Inc. (BULLETIN BOARD: PCOM) , a worldwide provider of wireless telecom products and services, announced that its registration statement on Form S-1 was declared effective by the Securities and Exchange Commission on February 6, 2004. The registration statement registers the resale of 608,532,358 shares of P-Com common stock, par value $.0001 per share, to be offered from time to time by the selling stockholders named in the prospectus that forms a part of the effective registration statement. Of the 608,532,358 registered shares: -- 177,055,243 are shares of P-Com's common stock that are currently outstanding and may in the future be sold from time to time by certain selling stockholders; -- 11,457,487 are shares that may in the future be issued to certain selling stockholders upon conversion of P-Com's outstanding Series B Convertible Preferred Stock; -- 206,257,028 are shares that may in the future be issued to certain selling stockholders upon conversion of P-Com's outstanding Series C Convertible Preferred Stock; -- 13,333,333 are shares that may in the future be issued to certain selling stockholders upon conversion of P-Com's outstanding Series D Convertible Preferred Stock; and -- 200,429,267 are shares that may in the future be issued to certain selling stockholders upon the exercise of certain warrants to purchase shares of P-Com's common stock. P-Com will not receive any of the proceeds from the sale of the shares of common stock by the selling stockholders. P-Com may receive proceeds from the exercise of warrants held by the selling stockholders if they opt to pay the exercise price in cash rather than executing a cashless exercise. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of P-Com common stock in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale will be made only by means of the written prospectus forming a part of the effective registration statement. A copy of the prospectus relating to the offering may be obtained at http://www.sec.gov/ or from P-Com, 3175 Winchester Boulevard, Campbell, California 95008, or by phone at 408-866-3666. About P-Com, Inc. P-Com, Inc. develops, manufactures, and markets point-to-point, spread spectrum and point-to-multipoint, wireless access systems to the worldwide telecommunications market. P-Com broadband wireless access systems are designed to satisfy the high-speed, integrated network requirements of Internet access associated with Business to Business and E-Commerce business processes. Cellular and personal communications service (PCS) providers utilize P-Com point-to-point systems to provide backhaul between base stations and mobile switching centers. Government, utility, and business entities use P-Com systems in public and private network applications. For more information visit http://www.p-com.com/ or call 408-866-3660. Safe Harbor Statement Statementsin this release that are forward looking involve known and unknown risks and uncertainties, which may cause P-Com'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: the ability to achieve positive cash flow given the Company's existing and anticipated operating and other costs, and current sales trends; the possible need to raise additional equity capital, and whether that capital is available on acceptable terms, if at all; the Company's ability to negotiate repayment terms with many of its creditors, and settle outstanding litigation; a continued severe worldwide slowdown in the telecommunications equipment and services sector; fluctuations in customer demand, pricing and competition; reliance upon subcontractors; the ability of P-Com's customers to finance their purchases; the timing of new technology and product introductions; and the risk of early obsolescence. Many of these risks and uncertainties are beyond P-Com's control. Reference is made to the discussion of risk factors detailed in P-Com's filings with the Securities and Exchange Commission, including its reports on Form 10-K and 10-Q. Media Contact: Investor Contact: Greg Berardi Dan Rumsey, General 415-239-7826Counsel and Acting CFO 408-866-3666 DATASOURCE: P-Com, Inc. CONTACT: media, Greg Berardi, +1-415-239-7826, or , for P-Com, Inc.; investors, Dan Rumsey, General Counsel and Acting CFO of P-Com, Inc., +1-408-866-3666, or Web site: http://www.p-com.com/

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