UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the Quarterly Period Ended June 30, 2003 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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Commission File No. 1-31227 |
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COGENT COMMUNICATIONS GROUP, INC. |
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(Exact Name of Registrant as Specified in Its Charter) |
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Delaware |
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52-2337274 |
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(State of Incorporation) |
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(I.R.S. Employer |
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1015 31st Street N.W. |
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(Address of Principal Executive Offices and Zip Code) |
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(202) 295-4200 |
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(Registrant’s Telephone Number, Including Area Code) |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes o No ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common Stock, $.001 par value 14,300,575 Shares Outstanding as of August 11, 2003
INDEX
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PART I |
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FINANCIAL INFORMATION |
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Item 1. |
Financial Statements (Unaudited) |
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Notes to Interim Condensed Consolidated Financial Statements |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 5. |
Other Information |
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COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
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December 31, |
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June 30, |
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Pro Forma – |
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(Unaudited) |
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(Unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
39,314 |
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$ |
6,255 |
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$ |
26,280 |
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Short term investments ($851, $776, and $776 restricted, respectively) |
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3,515 |
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776 |
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776 |
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Accounts receivable, net of allowance for doubtful accounts of $2,023, $2,824 and $2,824, respectively |
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5,516 |
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5,101 |
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5,101 |
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Prepaid expenses and other current assets |
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2,781 |
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3,700 |
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3,700 |
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Total current assets |
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51,126 |
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15,832 |
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35,857 |
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Property and equipment: |
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Property and equipment |
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365,831 |
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389,797 |
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389,797 |
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Accumulated depreciation and amortization |
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(43,051 |
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(63,283 |
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(63,283 |
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Total property and equipment, net |
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322,780 |
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326,514 |
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326,514 |
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Intangible assets: |
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Intangible assets |
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23,373 |
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26,780 |
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26,780 |
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Accumulated amortization |
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(8,718 |
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(13,452 |
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(13,452 |
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Total intangible assets, net |
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14,655 |
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13,328 |
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13,328 |
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Other assets ($4,431, $2,398 and $2,398 restricted, respectively) |
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19,116 |
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16,153 |
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4,036 |
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Total assets |
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$ |
407,677 |
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$ |
371,827 |
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$ |
379,735 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable |
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$ |
7,830 |
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$ |
7,648 |
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$ |
7,648 |
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Accrued liabilities |
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18,542 |
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13,226 |
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8,486 |
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Cisco credit facility, in default (Note 1) |
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250,305 |
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262,812 |
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— |
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Current maturities, capital lease obligations |
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3,505 |
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3,779 |
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3,779 |
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Total current liabilities |
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280,182 |
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287,465 |
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19,913 |
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Convertible subordinated notes, net of discount of $78,140, $6,480 and $6,480 (Note 7) |
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38,840 |
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3,711 |
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3,711 |
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Cisco note payable - pro forma (Note 1) |
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— |
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— |
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17,842 |
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Capital lease obligations, net of current |
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55,280 |
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57,298 |
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57,298 |
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Other long-term liabilities |
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749 |
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902 |
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902 |
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Total liabilities |
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375,051 |
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349,376 |
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99,666 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Convertible preferred stock, Series A, $0.001 par value; 26,000,000 shares authorized, issued, and outstanding; liquidation preference of $30,664; none pro-forma |
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25,892 |
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25,892 |
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— |
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Convertible preferred stock, Series B, $0.001 par value; 20,000,000 shares authorized; 19,370,223 and 19,362,531 shares issued and outstanding in 2002 and 2003, respectively; liquidation preference of $101,003; none pro forma |
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88,009 |
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87,974 |
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— |
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Convertible preferred stock, Series C, $0.001 par value; 52,173,463 shares authorized; 49,773,402 shares issued and outstanding; liquidation preference of $100,000; none pro-forma |
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61,345 |
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61,345 |
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— |
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Convertible preferred stock, Series D, $0.001 par value; 3,426,293 shares authorized, issued and outstanding in 2003; liquidation preference of $6,884; none pro-forma |
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— |
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4,272 |
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— |
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Convertible preferred stock, Series E, $0.001 par value; 3,426,293 shares authorized, issued and outstanding in 2003; liquidation preference of $4,311; none pro-forma |
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— |
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4,272 |
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— |
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Convertible preferred stock, Series F, $0.001 par value; 11,000 shares authorized, issued and outstanding – pro forma; liquidation preference of $11,000 |
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— |
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11,000 |
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Convertible preferred stock, Series G, $0.001 par value; 41,030 shares authorized, issued and outstanding – pro forma; liquidation preference of $123,000 |
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— |
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40,675 |
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Common stock, $0.001 par value; 21,100,000 shares authorized; 3,483,838 shares issued and outstanding in 2002 and 2003; 395,000,000 shares authorized; 14,259,563 shares issued and outstanding pro-forma |
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