METRO ONE TELECOMMUNICATIONS INC
8-K, 1999-11-17
COMMUNICATIONS SERVICES, NEC
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                       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 17, 1999
                                                ------------------------------
                       METRO ONE TELECOMMUNICATIONS, INC.
- ------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

            Oregon                    0-27024                  93-0995165
- ------------------------------ ---------------------- ------------------------
       (State or Other              (Commission               (IRS Employer
Jurisdiction of Incorporation)      File Number)            Identification No.)

    11200 MURRAY SCHOLLS PLACE, BEAVERTON, OREGON                   97007
- ------------------------------------------------------------------------------
      (Address of Principal Executive Offices)                    (Zip Code)

       Registrant's telephone number, including area code: (503) 643-9500
                                                          --------------------
                                 NOT APPLICABLE
- ------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



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ITEM 5.    OTHER EVENTS.

           On November 17, 1999, Metro One Telecommunications, Inc. (the
"Company") announced that it has postponed its secondary public offering of
common stock in response to the recent decline in its share price. The
Company will monitor market conditions and determine whether or not to
proceed with the offering within the next several months.

           The foregoing is qualified in its entirety by reference to a copy
of the Company's press release, which is filed as Exhibit 99.1 to this Report
and incorporated in this Report by this reference.

ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS.

           (c)    EXHIBITS.

                  EXHIBIT NO.                      DESCRIPTION

                                       Press Release, dated November 17, 1999,
                     99.1              "Metro One Telecommunications Postpones
                                       Public Offering of Common Stock."


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<PAGE>

                                    SIGNATURE

         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 thereunto duly authorized.

Date:  November 17, 1999
                                        Metro One Telecommunications, Inc.

                                        By /s/ Stebbins B. Chandor, Jr.
                                          ------------------------------------
                                             Stebbins B. Chandor, Jr.
                                             Senior Vice President and
                                             Chief Financial Officer


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<PAGE>

                                EXHIBIT INDEX

      EXHIBIT NO.                    DESCRIPTION

                          Press Release, dated November 17, 1999, "Metro One
       99.1               Telecommunications Postpones Public Offering of
                          Common Stock."


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                                                                  Exhibit 99.1

                     FOR: METRO ONE TELECOMMUNICATIONS, INC.

                     CONTACTS:        Stebbins B. Chandor
                                      S.V.P., Chief Financial Officer
                                      Metro One Telecommunications, Inc.
                                      (503) 643-9500

                                      Morgen-Walke Associates, Inc.
                                      Jim Byers, Carolyn Bass
                                      (415) 296-7383
                                      Patricia Walsh, Eric Gonzales
                                      (212) 850-5698
                                      Media Inquiries: Peter DeLauzon
                                      (415) 439-7383

FOR IMMEDIATE RELEASE
- ---------------------

            METRO ONE TELECOMMUNICATIONS POSTPONES PUBLIC OFFERING OF
                                  COMMON STOCK

Portland, Oregon - November 17, 1999 - Metro One Telecommunications, Inc.
(NASDAQ: MTON), a leading provider of Enhanced Directory Assistance(R) (EDA)
to the telecommunications industry, today announced that it has postponed its
secondary public offering of common stock in response to the recent decline
in its share price.

         "Given the decline in the price of our stock, we have concluded that
it is not in the best interest of the Company or its shareholders to proceed
with the offering within the time frame previously contemplated," commented
Timothy A. Timmins, president and chief executive officer. "We will monitor
market conditions and determine whether or not to proceed with the offering
within the next several months. In the meantime, we should be able to more
than adequately fund our existing business, including the planned expansion
of our call center network, from current resources and available lines of
credit."

         Metro One Telecommunications, Inc. is a leading developer and
provider of Enhanced Directory Assistance services for the telecommunications
industry. The company operates a network of strategically-located call
centers throughout the U.S. The company handled approximately 71 million
requests for directory assistance on behalf of



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its carrier customers in 1998 and approximately 93 million requests for
directory assistance during the first nine months of 1999.

         This press release contains forward-looking statements that are made
pursuant to the safe harbor provisions of The Private Securities Litigation
Reform Act of 1995. The forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements, including, but not limited to, factors detailed
in the registration statement recently filed by the company with the
Securities and Exchange Commission. The forward-looking statements should be
considered in light of these risks and uncertainties.

         A registration statement relating to these securities has been filed
with the Securities and Exchange Commission but has not yet become effective.
These securities may not be sold nor may offers to buy be accepted prior to
the time the registration statement becomes effective. 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 these securities 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.

                                      # # #


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