-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MKX/N+4I7KRxl5KK5O0pnFaHpjNMtTxDcRzH3dJWK5ksjK3CLdt+4BYHzMNAx9d+ yFj4LMwUMPYCJjRelD/02g== 0001047469-98-007109.txt : 19980223 0001047469-98-007109.hdr.sgml : 19980223 ACCESSION NUMBER: 0001047469-98-007109 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980212 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980220 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHOICETEL COMMUNICATIONS INC /MN/ CENTRAL INDEX KEY: 0001031927 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 411649949 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23017 FILM NUMBER: 98546563 BUSINESS ADDRESS: STREET 1: 9724 10TH AVE NORTH STREET 2: 612-544-1260 CITY: PLYMOUTH STATE: MN ZIP: 55441 MAIL ADDRESS: STREET 1: 9724 10TH AVE NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441 FORMER COMPANY: FORMER CONFORMED NAME: INTELLIPHONE INC DATE OF NAME CHANGE: 19970625 8-K 1 FORM 8-K 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 February 12, 1998 Date of Report (Date of earliest event reported) CHOICETEL COMMUNICATIONS, INC. (Exact name of registrant as specified in its charter) MINNESOTA 0-23017 41-1649949 (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) 9724 10TH AVENUE NORTH PLYMOUTH, MINNESOTA 55441 (Address of principal executive offices) (612) 544-1260 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS ChoiceTel Communications, Inc. announced its financial results for the fourth quarter and for the year ended December 31, 1997. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Filed herewith is the following exhibit: 99 Press release dated February 12, 1998 ******** 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 thereunto duly authorized. CHOICETEL COMMUNICATIONS, INC. (Registrant) Dated: February 20, 1998 By /s/ Jack S. Kohler ----------------------------------------- Jack S. Kohler Its Vice President and Chief Financial Officer -2- EX-99 2 EXHIBIT 99 FOR IMMEDIATE RELEASE CONTACT: Jack Kohler, Vice President and CFO (612) 544-1260 CHOICETEL COMMUNICATIONS, INC. ANNOUNCES FOURTH QUARTER AND YEAR END FINANCIAL RESULTS MINNEAPOLIS, MN. - ChoiceTel Communications, Inc. (NASDAQ - PHON) today announced results for the fourth quarter and year ended December 31, 1997. Net income after tax for the fourth quarter was $141,000, or $0.05 per share, compared to a net loss, after a pro forma provision for income taxes, of $417,000, or $0.23 per share for the quarter ended December 31, 1996. Revenues for the quarter increased 106% to $2,131,000 from $1,030,000 for the fourth quarter ended December 31, 1996. Fourth quarter 1996 results included the effect of establishing a reserve for sales tax contingent liability of $865,000 or $O.49 per share. The growth in revenues came from increasing the number of pay telephones in service from an average of 1,200 during the fourth quarter of 1996 to 3,165 during the fourth quarter in 1997. Jeff Paletz, President of ChoiceTel stated "The company acquired pay phone routes which added 1,020 phones in 5 western states and of 585 phones in Minnesota during 1997. In addition, the company's leasing agents added 360 phones during 1997, the most in the company's history. The company also stated that on October 7, 1997 it began recognizing dial-around revenue from long distance carriers at the rate of approximately $37.00 per phone per month. Jack Kohler, CFO of ChoiceTel Communications, Inc. stated "The Company's dial-around revenue increased when the FCC set the dial-around rate at approximately $.28 per call beginning October 7, 1997. For the 11 months prior to October 7, the Company recognized $6.00 per phone per month." Revenues for the year ended December 31, 1997 increased 101% to $7,149,000 from $3,562,000 for 1996. The net loss for the period was $134,000, or $0.06 per share compared to net loss after a pro forma provision for income taxes of $604,000 or $0.20 in 1996. ChoiceTel Communications, based in Plymouth, Minnesota, is a rapidly growing independent pay phone provider and owns and operates approximately 3,200 pay phones in 10 states. CHOICETEL COMMUNICATIONS, INC. UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (IN 000s EXCEPT PER SHARE)
Three Months Ended December 31, ------------------------------- 1997 1996 ------- ------- Revenue $2,131 $ 1,030 Cost of Service 1,035 401 Gross Margin 1,096 629 Expenses: SG&A 463 273 Depreciation and Amortization 247 121 Interest 100 13 Sales tax contingency 70 865 Earnings(loss) before tax 217 (642) Income tax expense (credit) 76 (225)* Net Income (loss) after tax $ 141 $ (417) Net income per share Basic $ 0.05 $ (0.23) Fully diluted $ 0.05 $ (0.23) Weighted average shares outstanding Basic 2,648,339 1,767,599 Fully diluted 2,684,173 1,780,099 Year Ended December 30, -------------------------------- 1997 1996 ------- ------- Revenue $7,149 $ 3,562 Cost of Service 3,826 1,987 Gross Margin 3,323 1,575 Expenses: SG&A 1,769 830 Depreciation and Amortization 934 365 Interest 583 120 Sales Tax Contingency 243 865 Earnings (loss) before tax (206) (605) Income tax expense (credit) (72) (212)* Net income (loss) after tax (134) (393) Net income per share Basic $ (0.06) $ (0.20) Fully diluted $ (0.06) $ (0.20) Weighted Average shares outstanding Basic 2,052,926 1,924,689 Fully d iluted 2,088,759 1,937,189 * = Proforma
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