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COGENT COMMUNICATIONS HOLDINGS INC

For the period ended Jun 30, 2024. Filed Aug 8, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 8, 2024

CCOI$4.35-2.2%Stored close · as of Nov 10, 2026

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Item 1. Financial Statements

ITEM 1.

FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2024 AND DECEMBER 31, 2023

(IN THOUSANDS, EXCEPT SHARE DATA)

​​​​​​​
​ · June 30, · December 31,
​ · ​ · 2024 · ​ · 2023
​ · ​ · (Unaudited) · ​ · ​ · ​
Assets​​​​​​
Current assets:​​​​​​
Cash and cash equivalents​$384,419​$75,092
Restricted cash​​41,822​​38,689
Accounts receivable, net of allowance for credit losses of $6,382 and $3,677, respectively​111,676​​135,475
Due from T-Mobile, IP Transit Services Agreement, current portion, net of discount of $19,992 and $24,898, respectively​​80,008​​179,269
Due from T-Mobile, Transition Services Agreement​​3,862​​4,514
Prepaid expenses and other current assets​67,688​​80,588
Total current assets​689,475​​513,627
Property and equipment:​​​​​​
Property and equipment​​3,103,518​​2,947,376
Accumulated depreciation and amortization​​(1,522,908)​​(1,409,559)
Total property and equipment, net​​1,580,610​​1,537,817
Right-of-use leased assets​332,065​​361,587
IPv4 intangible assets​​458,000​​458,000
Other intangible assets, net​​13,926​​14,815
Deposits and other assets​26,455​​23,438
Due from T-Mobile, IP Transit Services Agreement, net of discount of $19,558 and $27,916, respectively​​222,108​​263,750
Due from T-Mobile, Purchase Agreement, net of discount of $6,581 and $13,725, respectively​​21,534​​38,585
Total assets​$3,344,173​$3,211,619
Liabilities and stockholders’ equity​​​​​​
Current liabilities:​​​​​​
Accounts payable​$38,510​$48,356
Accrued and other current liabilities​​189,131​​120,523
Due to T-Mobile – Transition Services Agreement​​2,286​​66,908
Due to T-Mobile – Purchase Agreement​​—​​4,981
Current maturities, operating lease liabilities​​61,780​​67,962
Finance lease obligations, current maturities​​21,253​​64,594
Total current liabilities​312,960​​373,324
Senior secured 2026 notes, net of unamortized debt costs of $511 and $645, respectively, and discounts of $680 and $857, respectively​498,809​​498,498
Senior unsecured 2027 notes, net of unamortized debt costs of $2,163 and $941, respectively, and discounts of $8,332 and $1,970, respectively​​739,505​​447,088
Secured IPv4 notes, net of debt costs of $7,323​​198,677​​—
Operating lease liabilities, net of current maturities​​309,055​​330,095
Finance lease obligations, net of current maturities​405,176​​419,921
Deferred income tax liabilities​​406,335​​471,498
Other long-term liabilities​58,133​​61,639
Total liabilities​2,928,650​​2,602,063
Commitments and contingencies:​​​​​​
Stockholders’ equity:​​​​​​
Common stock, $0.001 par value; 75,000,000 shares authorized; 48,990,760 and 48,608,569 shares issued and outstanding, respectively​49​​49
Additional paid-in capital​610,905​​606,755
Accumulated other comprehensive loss​(21,141)​​(14,385)
Accumulated (deficit) earnings​(174,290)​​17,137
Total stockholders’ equity​415,523​​609,556
Total liabilities and stockholders’ equity​$3,344,173​$3,211,619

The accompanying notes are an integral part of these condensed consolidated balance sheets.

Page 3 of56

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

FOR THE THREE MONTHS ENDED JUNE 30, 2024 AND JUNE 30, 2023

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

​​​​​​​
​ · ​ · Three Months Ended · Three Months Ended
​ · June 30, 2024 · ​ · June 30, 2023
​ · ​ · (Unaudited) · (Unaudited)
Service revenue​$260,443​$239,806
Operating expenses:​​​​
Network operations (including $350 and $231 of equity-based compensation expense, respectively, exclusive of depreciation and amortization shown separately below)​156,167​137,502
Selling, general, and administrative (including $3,215 and $6,018 of equity-based compensation expense, respectively)​68,345​83,658
Acquisition costs – Sprint Business​12,370​739
Depreciation and amortization​74,036​52,511
Total operating expenses​310,918​274,410
Gain on lease termination​3,332​—
Operating loss​(47,143)​(34,604)
Interest expense, including change in valuation interest rate swap agreement​(29,541)​(29,958)
Gain on bargain purchase – Sprint Business​27,673​1,155,719
Interest income – IP Transit Services Agreement​5,934​7,669
Interest income – Purchase Agreement​402​506
Interest income and other, net​2,484​200
(Loss) income before income taxes​(40,191)​1,099,532
Income tax benefit​7,853​24,331
Net (loss) income​$(32,338)​$1,123,863
​​​​
Comprehensive (loss) income:​​
Net (loss) income​$(32,338)​$1,123,863
Foreign currency translation adjustment​(1,722)​1,741
Comprehensive (loss) income​$(34,060)​$1,125,604
​​​​​​​
Net (loss) income per common share:​​
Basic net (loss) income per common share​$(0.68)​$23.84
Diluted net (loss) income per common share​$(0.68)​$23.65
Dividends declared per common share​$0.975​$0.935
​​​​​​​
Weighted-average common shares - basic​47,511,613​47,137,822
​​​​​​​
Weighted-average common shares - diluted​47,511,613​47,526,207

Page 4 of56

CONDENSED CONSOLIDATED STATEMENTS OF****COMPREHENSIVE (LOSS) INCOME

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND JUNE 30, 2023

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

​​​​​​​
​ · Six Months Ended · Six Months Ended
​ · ​ · June 30, 2024 · ​ · June 30, 2023
​ · (Unaudited) · (Unaudited)
Service revenue​$526,613​$393,395
Operating expenses:​​​​​​
Network operations (including $385 and $380 of equity-based compensation expense, respectively, exclusive of depreciation and amortization shown separately below)​324,752​​196,140
Selling, general, and administrative (including $10,131 and $12,450 of equity-based compensation expense, respectively)​145,392​​128,736
Acquisition costs – Sprint Business​​21,407​​1,139
Depreciation and amortization​144,930​​77,669
Total operating expenses​636,481​​403,684
Gain on lease termination​​3,332​​—
Operating loss​​(106,536)​​(10,289)
Interest expense, including change in valuation interest rate swap agreement​​(58,703)​​(47,116)
Gain on bargain purchase – Sprint Business​​22,202​​1,155,719
Interest income – IP Transit Services Agreement​​13,264​​7,669
Interest income – Purchase Agreement​​(78)​​506
Interest income and other, net​​5,226​​3,695
(Loss) income before income taxes​​(124,625)​​1,110,184
Income tax benefit​26,980​​19,827
Net (loss) income​$(97,645)​$1,130,011
​​​​​​
Comprehensive (loss) income:​​​​​​
Net (loss) income​$(97,645)​$1,130,011
Foreign currency translation adjustment​(6,756)​​3,529
Comprehensive (loss) income​$(104,401)​$1,133,540
​​​​​​
Net (loss) income per common share:​​​​​​
Basic net (loss) income per common share​$(2.06)​$23.97
Diluted net (loss) income per common share​$(2.06)​$23.79
Dividends declared per common share​$1.940​$1.860
​​​​​​
Weighted-average common shares - basic​​47,408,786​​47,142,074
​​​​​​​
Weighted-average common shares - diluted​​47,408,786​​47,508,334

Page 5 of56

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND JUNE 30, 2023

(IN THOUSANDS)

​​​​​​​
​ · Six Months Ended · Six Months Ended
​ · June 30, 2024 · June 30, 2023
​ · ​ · (Unaudited) · ​ · (Unaudited)
Cash flows from operating activities:​​​​​​
Net (loss) income​$(97,645)​$1,130,011
Adjustments to reconcile net (loss) income to net cash provided by operating activities:​​​​​​
Depreciation and amortization​144,930​​77,669
Amortization of debt costs and discounts​1,106​​652
Amortization of discounts, due from T-Mobile, IP Transit Services & Purchase Agreements​​(13,186)​​(8,175)
Equity-based compensation expense (net of amounts capitalized)​10,516​​12,830
Gain on bargain purchase – Sprint Business​​(22,202)​​(1,155,719)
Gains – lease terminations and other, net​​(3,332)​​(608)
Deferred income taxes​​(43,554)​​(27,190)
Changes in operating assets and liabilities:​​​​​​
Accounts receivable​​23,799​​(4,918)
Prepaid expenses and other current assets​​12,900​​(14,140)
Due to T-Mobile – Transition Services Agreement​​(64,622)​​118,777
Due from T-Mobile – Transition Services Agreement​​(11,671)​​(7,015)
Unfavorable lease liabilities​​(3,843)​​(6,469)
Accounts payable, accrued liabilities and other long-term liabilities​​66,541​​2,637
Deposits and other assets​(2,688)​​133
Net cash (used in) provided by operating activities​(2,951)​​118,475
Cash flows from investing activities:​​​​​​
Cash payments - IP Transit Services Agreement – T-Mobile​​154,167​​29,167
Acquisition of Sprint Business, net of $47.1 million of cash acquired in 2023​​12,323​​(14,034)
Purchases of property and equipment​​(89,650)​​(60,653)
Net cash provided by (used in) investing activities​76,840​​(45,520)
Cash flows from financing activities:​​​​​​
Dividends paid​(93,782)​​(90,218)
Purchases of common stock​​(7,968)​​—
Net proceeds from issuance of senior unsecured 2027 Notes - net of discount of $6.8 million and debt costs of $1.4 million​​291,879​​—
Net proceeds from issuance of secured IPv4 notes – net of debt costs of $7.6 million​198,420​​—
Proceeds from exercises of stock options​​204​​385
Principal payments of finance lease obligations​​(42,131)​​(17,247)
Settlement of finance lease – at a discount​(114,576)​​—
Net cash provided by (used in) financing activities​232,046​​(107,080)
Effect of exchange rates changes on cash​6,525​​2,166
Net increase (decrease) in cash, cash equivalents and restricted cash​​312,460​​(31,959)
Cash, cash equivalents and restricted cash, beginning of period​​113,781​​275,912
Cash, cash equivalents and restricted cash, end of period​$426,241​$243,953
Supplemental disclosure of non-cash financing activities:​​​​​​
Fair value of equipment acquired in leases​$—​$171
Finance lease obligations incurred​$96,606​$42,639

Page 6 of56

COGENT COMMUNICATIONS HOLDINGS, INC., AND SUBSIDIARIES

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.