CHOICETEL COMMUNICATIONS INC /MN/
8-K, 1998-11-19
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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<PAGE>

                                      FORM 8-K

                         SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, DC 20549



                                  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 16, 1998

                          COMMISSION FILE NUMBER 0-230 17

                               CHOICETEL CORPORATION
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

          MINNESOTA                                            41-1649949
  (STATE OF JURISDICTION OR                                IRS EMPLOYER ID NO.
INCORPORATION OF ORGANIZATION)

        9724 10TH AVE. NORTH, PLYMOUTH, MN                55441
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)           (ZIP CODE)

REGISTRANT S TELEPHONE NUMBER, INCLUDING AREA CODE  612-544-1260

<PAGE>

ITEM 5.  OTHER EVENTS

     ChoiceTel Communications, Inc. announced third quarter results.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     Filed herewith is the following exhibit:

99   Press release of November 16, 1998 a copy of which is filed herewith as
Exhibit A.

                                     Signatures
                                     ----------
     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused to be signed on its behalf by the undersigned
thereunto duly authorized.

                              CHOICETEL COMMUNICATIONS, INC.
                              (Registrant)

Dated:    November 16, 1998          By \s\ Jack S. Kohler
                                     ---------------------
                                     Jack S. Kohler
                                     Vice President and Chief Financial Officer

<PAGE>

FOR IMMEDIATE RELEASE
ChoiceTel Communications, Inc. (NASDAQ-PHON)
Contact:  Jeff Paletz

Press Release:  November 16, 1998

CHOICETEL COMPLETES 4TH CONSECUTIVE QUARTER OF PROFITABILITY SINCE GOING PUBLIC
IN NOVEMBER 1997

ChoiceTel Communications announced today that third quarter earnings for the
quarter ended September 30, 1998 were $24,000 or one cent per share.  This
compares to a loss in the third quarter of 1997 of $112,000 or six cents per
share.  Revenue during the third quarter increased $983,000 or 51.8% compared to
the three months ended September 30, 1997, primarily as a result of a 40%
increase in the number of phones in service and recognition of dial-around
compensation at a higher rate.  Earnings for the first nine months ended
September 30, 1998 were $99,000 or three cents per share.  For the nine months
ended September 30, 1998, the Company had a loss of $275,000 or thirteen cents
per share.  Revenue for the first nine months of 1998 increased 37%.  As of
October 31, 1998, ChoiceTel Communications was operating approximately 4,500
payphones in 12 states and Puerto Rico.

Earnings for the third quarter were negatively impacted by $69,835 or two cents
per share from the new Puerto Rico operation which does not yet have enough
payphones installed to cover its costs.  The 200 payphones installed during the
first 6 months of operations in Puerto Rico represent more than double the
number of payphones installed by the Company during its first year of operations
in Minnesota, which was ChoiceTel Communications  first market.  To date in
Puerto Rico, the Company has placed over 1,700 locations under contract, of
which approximately 1,500 locations are not yet installed.

The Company suffered little damage in September when Hurricane Georges went
through Puerto Rico.  The Company programmed all of its payphones to provide
free local calls during the week following the hurricane as a way to help storm
victims.  Radio stations let people know that ChoiceTel Communications
payphones were providing free local calls.  Carol Lugo, ChoiceTel
Communications  head of Puerto Rico sales, and a Puerto Rico native, commented,
People were very appreciative of ChoiceTel Communications  support during our
time of need.

<PAGE>

                   CHOICETEL COMMUNICATIONS, INC. AND SUBSIDIARY
                       CONSOLIDATED STATEMENTS OF OPERATIONS
             THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1998 (UNAUDITED)
             NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1998 (UNAUDITED)


<TABLE>
<CAPTION>

                                    Three months ended       Three months ended           %
                                    September 30, 1998       September 30, 1997         Change
<S>                                 <C>                      <C>                        <C>
Service revenue                                $   ,881                 $  1,898          51.8%
Cost of service                                   1,396                    1,072          30.2
Gross margin                                      1,485                      826          80.0

Selling, general and admin                          841                      492          70.9
Depreciation and amortization                       420                      285          47.3
Interest                                            126                      158         (20.3)
Sales tax contingency                                58                       63          (7.9)

Income (losss) before income taxes                   40                     (172)         n.m.
Provision (credit) for income taxes                  16                      (60)         n.m.
Net income (loss)                                   $24                 $   (112)         n.m.
Per share net income                           $   0.01                 $  (0.06)         n.m.
Shares outstanding-weighted avg                   2,915                    2,019
Per share diluted net income                   $    .01
Shares outstanding-diluted                        2,958

<CAPTION>
                                    Nine months ended        Nine months ended             %
                                    September 30, 1998       September 30, 1997          Change
Service revenue                                $  6,880                 $  5,018          37.1%
Cost of service                                   3,247                    2,791          16.3
Gross margin                                      3,632                    2,227          63.1

Selling, general and admin                        2,075                    1,306          58.8
Depreciation and amortization                     1,001                      687          45.7
Interest                                            199                      483         (58.8)
Sales tax contingency                               191                      173          10.4

Income (losss) before income taxes                  165                     (422)         n.m.
Provision (credit) for income taxes                  66                     (147)         n.m.
Net income (loss)                                   $99                 $   (275)         n.m.
Per share net income                           $   0.03                 $  (0.13)         n.m.
Shares outstanding-weighted avg                   2,915                    2,103
Per share diluted net income                   $   0.03
Shares outstanding-diluted                        2,959


</TABLE>
Figures in thousands except per share numbers.


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