Cogent Communications Holdings, Inc. (NASDAQ: CCOI) (referred to as “Cogent”) recently made public its pricing of $206,000,000 aggregate principal amount of secured Internet Protocol version 4 (“IPv4”) address revenue term notes, Series 2024-1 (collectively known as the “Notes”). These notes, with an anticipated repayment term of five years, are issued by a special-purpose, bankruptcy remote, indirect wholly owned subsidiary of Cogent. They are backed by certain IPv4 addresses, customer IPv4 address leases, and customer accounts receivables.
The proceeds from this offering are earmarked for general corporate purposes, according to Cogent.
Pending the fulfillment of various closing conditions, Cogent anticipates the closure of the Notes transaction around May 2, 2024. However, the timing of the closing and the certainty of the issuance and sale of the Notes are subject to conditions and may vary.
The offering of the Notes is restricted to the United States and is exclusively targeted at entities considered “qualified institutional buyers” under Rule 144A of the U.S. Securities Act of 1933, as amended (the “Securities Act”), or certain institutional accredited investors as defined in Regulation D under the Securities Act. Additionally, outside the United States, the offering is extended to specific non-U.S. persons in compliance with Regulation S under the Securities Act. Notably, the Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction, and their offer or sale is contingent upon registration or an applicable exemption from registration requirements.
It’s important to note that the information provided in this release does not constitute an offer to sell or a solicitation of an offer to buy any of the Notes or any other securities. Moreover, it does not imply an offer to sell, solicitation of an offer to buy, or sale of any securities in any jurisdiction where such actions would be unlawful. Any offers relating to the Notes will be conducted solely through a private offering memorandum.
