UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On January 6, 2023, Cogent Communications, Inc., a wholly owned subsidiary of Cogent Communications Holdings, Inc. (the “Company”), entered into two lease agreements (the “New Leases”), one with Thorium LLC and one with Germanium LLC, entities owned by the Company’s Chief Executive Officer, David Schaeffer. The Company’s Audit Committee, which is responsible for reviewing any related party transactions, reviewed and approved the entry into the New Leases.
The lease with Thorium LLC is for approximately 54,803 square feet of office space in the building located at 198 Van Buren Street, Herndon, VA 20170, which will serve as office space for the Company replacing a portion of its current office space located elsewhere in the Northern Virginia area (“Office Lease”). The lease with Germanium LLC is for approximately 1,587 square feet of technical space in the building located at 196 Van Buren Street, Herndon, VA 20170, which will serve as network operations space for the Company (“Network Operations Lease”). The term for each of the New Leases is five years beginning March 1, 2023 (or an actual later date of occupancy). Both of the New Leases are cancellable by the Company without penalty upon 60 days written notice. The amount of fixed annual rent during the term of the Office Lease will be $1,205,666, and the Company is also responsible for paying its proportionate share of the building’s operating expenses. The amount of fixed annual rent during the term of the Network Operations Lease will be $39,914, and the Company is also responsible for paying its metered utility costs and a proportionate share of the building’s other operating expenses.
The descriptions of the Office Lease and the Network Operations Lease do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, which are filed herewith as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit Number |
Description | |
| 10.1 | Lease Agreement (office space), dated January 6, 2023, between Thorium LLC and Cogent Communications, Inc. for offices at 198 Van Buren Street, Herndon, VA. | |
| 10.2 | Lease Agreement (network operations), dated January 6, 2023, between Germanium LLC and Cogent Communications, Inc. for technical space at 196 Van Buren Street, Herndon, VA. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto duly authorized.
| Cogent Communications Holdings, Inc. | |||
| January 11, 2023 | By: | /s/ David Schaeffer | |
| Name: | David Schaeffer | ||
| Title: | President and Chief Executive Officer | ||