AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 22, 1999
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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): November 19, 1999
DIGITAL MICROWAVE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-15895 77-0016028
(Commission File Number) (I.R.S. Employer Identification Number)
170 ROSE ORCHARD WAY, SAN JOSE, CA 95134
(Address of Principal Executive Offices) (Zip Code)
408/943-0777
(Registrant's Telephone Number, Including Area Code)
With a copy to:
Bruce Alan Mann, Esq.
Morrison & Foerster LLP
425 Market Street
San Francisco, CA 94105
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
ITEM 5. OTHER EVENTS.
Pursuant to a Registration Statement on Form S-3 (Commission File
No. 333-73021) and in connection with the public offering of 3,450,000 shares of
the common stock, $0.01 par value per share, of Digital Microwave Corporation
(the "Company"), on November 19, 1999, the Company consummated the issuance and
sale of such shares. The Company issued a press release on November 19, 1999
with respect to the public offering, which is hereby incorporated by reference
and a copy of which is attached as Exhibit 99.1 to this Current Report on Form
8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
99.1 Press Release issued by the Company on November 19, 1999.
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.
DIGITAL MICROWAVE CORPORATION
Date: November 22, 1999 By: /s/ CARL A. THOMSEN
-----------------------------------------
Carl A. Thomsen
SENIOR VICE PRESIDENT, CHIEF FINANCIAL
OFFICER AND SECRETARY
2
INDEX OF EXHIBITS
EXHIBIT NO. DESCRIPTION
- ----------- -----------
99.1 Press Release issued by the Company on November 19, 1999.
3