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8-K - 8-K - COGENT COMMUNICATIONS HOLDINGS, INC.a11-7251_38k.htm

Exhibit 99.1

 

GRAPHIC

FOR IMMEDIATE RELEASE

 

Cogent Contacts:

 

 

For Public Relations:

 

For Investor Relations:

Travis Wachter

 

John Chang

+ 1 (202) 295-4217

 

+ 1 (202) 295-4212

twachter@cogentco.com

 

investor.relations@cogentco.com

 

Cogent Communications Reports First Quarter 2011 Results

 

 

Financial and Business Highlights

 

·                  Service revenue for Q1 2011 of $73.5 million — an increase of 5.8% from $69.5 million for Q4 2010 and an increase of 17.0% from $62.8 million for Q1 2010

·                  Foreign exchange positively impacts revenue growth from Q4 2010 to Q1 2011 by $0.2 million and positively impacts revenue growth from Q1 2010 to Q1 2011 by $0.1 million

·                  Traffic growth of 18% from Q4 2010 to Q1 2011 and traffic growth of 39% from Q1 2010 to Q1 2011

·                  EBITDA, as adjusted, of $24.2 million for Q1 2011 - an increase of 7.4% from $22.6 million for Q4 2010 and an increase of 38.5% from $17.5 million for Q1 2010

·                  EBITDA, as adjusted, margin was 33.0% for Q1 2011, 32.5% for Q4 2010 and 27.9% for Q1 2010

·                  26,145 customer connections on the Cogent network at the end of Q1 2011 - an increase of 4.4% from 25,046 customer connections at the end of Q4 2010 and an increase of 17.6% from 22,237 customer connections at the end of Q1 2010

·                  1,609 on-net buildings on the Cogent network at the end of Q1 2011 - an increase of 30 on-net buildings and 1.9% from 1,579 on-net buildings at the end of Q4 2010 and an increase of 134 on-net buildings and 9.1% from 1,475 on-net buildings at the end of Q1 2010

·                  Gross profit margin, as adjusted, was 56.9% for Q1 2011, 55.5% for Q4 2010 and 55.3% for Q1 2010

·                  Raised $170.5 million of net proceeds from the issuance of Senior Secured Notes

 

[WASHINGTON, D.C. May 5, 2011] Cogent Communications Group, Inc. (NASDAQ: CCOI) today announced service revenue of $73.5 million for the three months ended March 31, 2011, an increase of 5.8% over $69.5 million for the three months ended December 30, 2010 and an increase of 17.0% over $62.8 million for the three months ended March 31, 2010.

 

On-net revenue was $56.8 million for the three months ended March 31, 2011, an increase of 5.9% over $53.6 million for the three months ended December 31, 2010 and an increase of

 



 

14.4% over $49.6 million for the three months ended March 31, 2010. On-net service is provided to customers located in buildings that are physically connected to Cogent’s network by Cogent facilities.

 

Off-net revenue was $16.0 million for the three months ended March 31, 2011, an increase of 5.6% over $15.1 million for the three months ended December 31, 2010 and an increase of 29.5% over $12.3 million for the three months ended March 31, 2010. Off-net customers are located in buildings directly connected to Cogent’s network using other carriers’ facilities and services to provide the last mile portion of the link from the customers’ premises to Cogent’s network.

 

Non-core revenue was $0.7 million for the three months ended March 31, 2011, $0.8 million for the three months ended December 31, 2010 and $0.8 million for the three months ended March 31, 2010.  Non-core services are legacy services, which Cogent acquired and continues to support but does not actively sell.

 

Gross profit, excluding equity-based compensation expense, increased 8.6% to $41.8 million for the three months ended March 31, 2011 from $38.5 million for the three months ended December 31, 2010 and increased 20.5% from $34.7 million for the three months ended March 31, 2010.  Gross profit margin, excluding equity-based compensation expense, was 56.9% for the three months ended March 31, 2011, 55.5% for the three months ended December 31, 2010, and 55.3% for the three months ended March 31, 2010.

 

Earnings before interest, taxes, depreciation and amortization (EBITDA), as adjusted, increased 7.4% to $24.2 million for the three months ended March 31, 2011 from $22.6 million for the three months ended December 31, 2010 and increased 38.5% from $17.5 million for the three months ended March 31, 2010.  EBITDA, as adjusted, margin was 33.0% for the three months ended March 31, 2011, 32.5% for the three months ended December 31, 2010, and 27.9% for the three months ended March 31, 2010.

 

Basic and diluted net income (loss) per share was $(0.01) for the three months ended March 31, 2011, $0.06 for the three months ended December 31, 2010 and $(0.01) for the three months ended March 31, 2010.

 



 

Total customer connections increased 4.4% to 26,145 as of March 31, 2011 from 25,046 as of December 31, 2010 and increased 17.6% from 22,237 as of March 31, 2010. On-net customer connections increased 4.8% to 21,878 as of March 31, 2011 from 20,872 as of December 31, 2010 and increased 20.9% from 18,097 as of March 31, 2010.  Off-net customer connections were 3,642 as of March 31, 2011, 3,526 as of December 31, 2010 and 3,310 as of March 31, 2010.  Non-core customer connections were 625 as of March 31, 2011, 648 as of December 31, 2010 and 830 as of March 31, 2010.

 

The number of on-net buildings increased by 30 on-net buildings to 1,609 on-net buildings as of March 31, 2011 from 1,579 on-net buildings as of December 31, 2010, and increased by 134 on-net buildings from 1,475 on-net buildings as of March 31, 2010.

 

Conference Call and Website Information

 

Cogent will host a conference call with financial analysts at 8:30 a.m. (ET) on May 5, 2011 to discuss Cogent’s operating results for the first quarter of 2011 and Cogent’s expectations for full year 2011.  Investors and other interested parties may access a live audio webcast of the earnings call under “Events” at the Investor Relations section of Cogent’s website at www.cogentco.com/events.  A replay of the webcast, together with the press release, will be available on the website following the earnings call.

 

About Cogent Communications

 

Cogent Communications (NASDAQ: CCOI) is a multinational, Tier 1 facilities-based ISP.  Cogent specializes in providing businesses with high speed Internet access and point-to-point transport services.  Cogent’s facilities-based, all-optical IP network backbone provides IP services in over 160 markets located in North America and Europe.

 

Cogent Communications is headquartered at 1015 31st Street, NW, Washington, D.C. 20007.  For more information, visit www.cogentco.com.  Cogent Communications can be reached in the United States at (202) 295-4200 or via email at info@cogentco.com.

 

#  #  #

 



 

COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES

Summary of Financial and Operational Results

 

 

 

 

Q1 2010

 

Q2 2010

 

Q3 2010

 

Q4 2010

 

Q1 2011

 

Metric ($ in 000’s, except share and per share data) — unaudited

 

 

 

 

 

 

 

 

 

 

 

On-Net revenue

 

$

49,635

 

$

50,253

 

$

51,513

 

$

53,602

 

$

56,772

 

% Change from previous Qtr.

 

-0.1

%

1.2

%

2.5

%

4.1

%

5.9

%

Off-Net revenue

 

$

12,316

 

$

13,370

 

$

14,509

 

$

15,098

 

$

15,951

 

% Change from previous Qtr.

 

4.5

%

8.6

%

8.5

%

4.1

%

5.6

%

Non-Core revenue (1)

 

$

825

 

$

772

 

$

761

 

$

761

 

$

737

 

% Change from previous Qtr.

 

-21.7

%

-6.4

%

-1.4

%

%

-3.2

%

Service revenue — total

 

$

62,776

 

$

64,395

 

$

66,783

 

$

69,461

 

$

73,460

 

% Change from previous Qtr.

 

0.4

%

2.6

%

3.7

%

4.0

%

5.8

%

Network operations expenses (2) 

 

$

28,051

 

$

29,129

 

$

30,535

 

$

30,939

 

$

31,633

 

% Change from previous Qtr.

 

1.6

%

3.8

%

4.8

%

1.3

%

2.2

%

Gross profit (2)

 

$

34,725

 

$

35,266

 

$

36,248

 

$

38,522

 

$

41,827

 

% Change from previous Qtr.

 

-0.5

%

1.6

%

2.8

%

6.3

%

8.6

%

Gross profit margin (2)

 

55.3

%

54.8

%

54.3

%

55.5

%

56.9

%

Selling, general and administrative expenses (3)

 

$

17,401

 

$

16,390

 

$

15,964

 

$

15,967

 

$

17,582

 

% Change from previous Qtr.

 

-1.1

%

-5.8

%

-2.6

%

%

10.1

%

Depreciation and amortization expense

 

$

12,877

 

$

14,099

 

$

14,736

 

$

14,814

 

$

14,791

 

% Change from previous Qtr.

 

-12.9

%

4.7

%

4.5

%

0.5

%

-0.2

%

Asset impairment

 

$

594

 

 

 

 

 

% Change from previous Qtr.

 

100.0

%

-100.0

%

 

 

 

Equity-based compensation expense

 

$

1,165

 

$

1,796

 

$

1,799

 

$

1,877

 

$

2,096

 

% Change from previous Qtr.

 

-0.9

%

54.2

%

0.2

%

4.3

%

11.7

%

Operating income

 

$

2,688

 

$

2,981

 

$

3,749

 

$

5,864

 

$

7,358

 

% Change from previous Qtr.

 

97.5

%

10.9

%

25.8

%

56.4

%

25.5

%

 



 

EBITDA, as adjusted (4)

 

$

17,509

 

$

18,880

 

$

20,334

 

$

22,580

 

$

24,247

 

% Change from previous Qtr.

 

0.7

%

7.8

%

7.7

%

11.0

%

7.4

%

EBITDA, as adjusted margin (4)

 

27.9

%

29.3

%

30.4

%

32.5

%

33.0

%

Net (loss) income

 

$

(570

)

$

(883

)

$

(462

)

$

2,584

 

$

(278

)

% Change from previous Qtr.

 

54.7

%

-54.9

%

47.7

%

659.3

%

-110.8

%

Basic and diluted net (loss) income per common share

 

$

(0.01

)

$

(0.02

)

$

(0.01

)

$

0.06

 

$

(0.01

)

% Change from previous Qtr.

 

66.7

%

-100.0

%

50.0

%

700.0

%

-116.7

%

Weighted average common shares — basic

 

44,464,821

 

44,525,633

 

44,585,230

 

44,646,381

 

44,731,858

 

% Change from previous Qtr.

 

0.5

%

0.1

%

0.1

%

0.1

%

0.2

%

Weighted average common shares — diluted

 

44,464,821

 

44,525,633

 

44,585,230

 

45,005,387

 

44,731,858

 

% Change from previous Qtr.

 

0.5

%

0.1

%

0.1

%

0.9

%

-0.6

%

Cash provided by operating activities

 

$

15,309

 

$

15,201

 

$

19,001

 

$

21,966

 

$

13,468

 

% Change from previous Qtr.

 

-6.3

%

-0.7

%

25.0

%

15.6

%

-38.7

%

Capital expenditures

 

$

11,333

 

$

13,188

 

$

16,518

 

$

11,718

 

$

12,842

 

% Change from previous Qtr.

 

47.0

%

16.4

%

25.3

%

-29.1

%

9.6

%

Customer Connections — end of period

 

 

 

 

 

 

 

 

 

 

 

On-Net

 

18,097

 

19,193

 

19,869

 

20,872

 

21,878

 

% Change from previous Qtr.

 

5.3

%

6.1

%

3.5

%

5.0

%

4.8

%

Off-Net

 

3,310

 

3,408

 

3,466

 

3,526

 

3,642

 

% Change from previous Qtr.

 

2.3

%

3.0

%

1.7

%

1.7

%

3.3

%

Non-Core (1)

 

830

 

775

 

730

 

648

 

625

 

% Change from previous Qtr.

 

-10.3

%

-6.6

%

-5.8

%

-11.2

%

-3.5

%

Total

 

22,237

 

23,376

 

24,065

 

25,046

 

26,145

 

% Change from previous Qtr.

 

4.2

%

5.1

%

2.9

%

4.1

%

4.4

%

Other — end of period

 

 

 

 

 

 

 

 

 

 

 

Buildings On-Net

 

1,475

 

1,503

 

1,539

 

1,579

 

1,609

 

Employees

 

583

 

571

 

566

 

570

 

569

 

 


(1)          Consists of legacy services of companies whose assets or businesses were acquired by Cogent, primarily including voice services (only provided in Toronto, Canada).

(2)         Excludes equity-based compensation expense of $47, $95, $104, $124 and $140 in the three months ended March 31, 2010, June 30, 2010, September 30, 2010, December 31, 2010 and March 31, 2011, respectively.

(3)         Excludes equity-based compensation expense of $1,118, $1,701, $1,695, $1,753 and $1,956 in the three months ended March 31, 2010, June 30, 2010, September 30, 2010, December 31, 2010 and March 31, 2011, respectively.

(4)         See schedule of non-GAAP metrics below for definition and reconciliation to GAAP measures. EBITDA, as adjusted, includes net gains from asset related transactions of $185, $4, $50, $25 and $2 in the three months ended March 31, 2010, June 30, 2010, September 30, 2010, December 31, 2010 and March 31, 2011, respectively.

 



 

Schedule of Non-GAAP Measures

 

EBITDA and EBITDA, as adjusted

 

EBITDA represents net (loss) income before income taxes, net interest expense, equity-based compensation expense and depreciation and amortization. Management believes the most directly comparable measure to EBITDA calculated in accordance with generally accepted accounting principles in the United States, or GAAP, is cash flows provided by operating activities.

 

EBITDA, as adjusted, represents EBITDA plus gains on asset related transactions. The Company believes EBITDA, as adjusted, is a useful measure of its ability to service debt, fund capital expenditures and expand its business.  EBITDA, as adjusted, is an integral part of the internal reporting and planning system used by management as a supplement to GAAP financial information. The Company also believes that EBITDA is a frequently used measure by securities analysts, investors, and other interested parties in their evaluation of issuers.

 

EBITDA and EBITDA, as adjusted, are not recognized terms under GAAP and accordingly, should not be viewed in isolation or as a substitute for the analysis of results as reported under GAAP, but rather as a supplemental measure to GAAP. For example, EBITDA is not intended to reflect the Company’s free cash flow, as it does not consider certain current or future cash requirements, such as capital expenditures, contractual commitments, and changes in working capital needs, interest expenses and debt service requirements. The Company’s calculations of EBITDA and EBITDA, as adjusted, may also differ from the calculation of EBITDA and EBITDA, as adjusted, by its competitors and other companies and as such, its utility as a comparative measure is limited.

 

COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES

EBITDA, as adjusted, is reconciled to cash flows provided by operating activities in the table below.

 

($ in 000’s) — unaudited

 

Q1
2010

 

Q2
2010

 

Q3
2010

 

Q4
2010

 

Q1
2011

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows provided by operating activities

 

$

15,309

 

$

15,201

 

$

19,001

 

$

21,966

 

$

13,468

 

Changes in operating assets and liabilities

 

(188

)

1,031

 

(1,728

)

(1,438

)

4,483

 

Cash interest expense and income tax expense

 

2,203

 

2,644

 

3,011

 

2,027

 

6,294

 

Gains on asset related transactions

 

185

 

4

 

50

 

25

 

2

 

EBITDA, as adjusted

 

$

17,509

 

$

18,880

 

$

20,334

 

$

22,580

 

$

24,247

 

 

Impact of foreign currencies on sequential quarterly service revenue

 

($ in 000’s) — unaudited 

 

Q1 2011

 

Service revenue as reported — Q1 2011

 

$

73,460

 

Impact of foreign currencies on service revenue

 

(210

)

Service revenue - Q1 2011, as adjusted (1)

 

$

73,250

 

Service revenue as reported — Q4 2010

 

$

69,461

 

Increase from Q4 2010 to Q1 2011 - (Service revenue as adjusted for Q1 2011 less service revenue as reported for Q4 2010)

 

$

3,789

 

Percent increase (Increase from Q4 2010 to Q1 2011 divided by service revenue as reported for Q4 2010)

 

5.5

%

 


(1)         Service revenue as adjusted is determined by translating the service revenue for the three months ended March 31, 2011 at the average foreign currency exchange rates for the three months ended December 31, 2010. The Company believes that disclosing quarterly revenue growth without the impact of foreign currencies on service revenue is a useful measure of revenue growth. Service revenue, as adjusted, is an integral part of the internal reporting and planning system used by management as a supplement to GAAP financial information.

 

Cogent’s SEC filings are available online via the Investor Relations section of www.cogentco.com or on the Securities and Exchange Commission’s website at www.sec.gov.

 



 

 

COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF MARCH 31, 2011 AND DECEMBER 31, 2010
(IN THOUSANDS, EXCEPT SHARE DATA)

 

 

 

March 31,
2011

 

December 31,
2010

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

225,342

 

$

56,283

 

Accounts receivable, net of allowance for doubtful accounts of $2,468 and $2,464 respectively

 

24,477

 

23,702

 

Prepaid expenses and other current assets

 

11,117

 

8,654

 

Total current assets

 

260,936

 

88,639

 

Property and equipment, net

 

300,675

 

280,455

 

Deposits and other assets - $467 and $462 restricted, respectively

 

11,297

 

7,009

 

Total assets

 

$

572,908

 

$

376,103

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

13,207

 

$

15,979

 

Accrued liabilities

 

20,017

 

19,538

 

Current maturities, capital lease obligations

 

7,676

 

6,143

 

Total current liabilities

 

40,900

 

41,660

 

Senior secured notes

 

175,000

 

 

Capital lease obligations, net of current maturities

 

121,474

 

105,562

 

Convertible senior notes, net of discount of $19,453 and $20,758 respectively

 

72,525

 

71,220

 

Other long term liabilities

 

6,055

 

5,860

 

Total liabilities

 

415,954

 

224,302

 

Commitments and contingencies:

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, $0.001 par value; 75,000,000 shares authorized; 45,971,294 and 45,838,510 shares issued and outstanding, respectively

 

46

 

46

 

Additional paid-in capital

 

485,183

 

482,737

 

Accumulated other comprehensive income

 

4,029

 

1,044

 

Accumulated deficit

 

(332,304

)

(332,026

)

Total stockholders’ equity

 

156,954

 

151,801

 

Total liabilities and stockholders’ equity

 

$

572,908

 

$

376,103

 

 



 

COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND MARCH 31, 2010
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

 

 

 

Three Months
Ended
March 31, 2011

 

Three Months
Ended
March 31, 2010

 

 

 

(Unaudited)

 

(Unaudited)

 

Service revenue

 

$

73,460

 

$

62,776

 

Operating expenses:

 

 

 

 

 

Network operations (including $140 and $47 of equity-based compensation expense, respectively, exclusive of depreciation and amortization shown separately below)

 

31,773

 

28,098

 

Selling, general, and administrative (including $1,956 and $1,118 of equity-based compensation expense, respectively)

 

19,538

 

18,519

 

Asset impairment

 

 

594

 

Depreciation and amortization

 

14,791

 

12,877

 

Total operating expenses

 

66,102

 

60,088

 

Operating income

 

7,358

 

2,688

 

Interest income and other, net

 

230

 

379

 

Interest expense

 

(7,585

)

(4,092

)

Income (loss) before income taxes

 

3

 

(1,025

)

Income tax (provision) benefit

 

(281

)

455

 

Net loss

 

$

(278

)

$

(570

)

 

 

 

 

 

 

Net loss per common share:

 

 

 

 

 

Basic and diluted net loss per common share

 

$

(0.01

)

$

(0.01

)

 

 

 

 

 

 

Weighted-average common shares—basic and diluted

 

44,731,858

 

44,464,821

 

 



 

COGENT COMMUNICATIONS GROUP, INC., AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND MARCH 31, 2010
(IN THOUSANDS)

 

 

 

Three months
Ended
March 31, 2011

 

Three months
Ended
March 31, 2010

 

 

 

(Unaudited)

 

(Unaudited)

 

Cash flows from operating activities:

 

 

 

 

 

Net cash provided by operating activities

 

$

13,468

 

$

15,309

 

Cash flows from investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(12,842

)

(11,333

)

Proceeds from dispositions of assets

 

2

 

230

 

Net cash used in investing activities

 

(12,840

)

(11,103

)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from issuance of senior secured notes, net

 

170,513

 

 

Proceeds from exercises of stock options

 

67

 

14

 

Repayments of capital lease obligations

 

(3,032

)

(4,943

)

Net cash provided by (used in) financing activities

 

167,548

 

(4,929

)

Effect of exchange rate changes on cash

 

883

 

(198

)

Net increase (decrease) in cash and cash equivalents

 

169,059

 

(921

)

Cash and cash equivalents, beginning of period

 

56,283

 

55,929

 

Cash and cash equivalents, end of period

 

$

225,342

 

$

55,008

 

 

Except for historical information and discussion contained herein, statements contained in this release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Such statements include, but are not limited to statements identified by words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “targets,” “projects” and similar expressions.  The statements in this release are based upon the current beliefs and expectations of Cogent’s management and are subject to significant risks and uncertainties.  Actual results may differ from those set forth in the forward-looking statements.  Numerous factors could cause or contribute to such differences, including future economic instability in the global economy or a contraction of the capital markets which could affect spending on Internet services and our ability to engage in financing activities; the impact of changing foreign exchange rates (in particular the Euro to USD and Canadian dollar to USD exchange rates) on the translation of our non-USD denominated revenues, expenses, assets and liabilities; legal and operational difficulties in new markets; the imposition of a requirement that we contribute to the Universal Service Fund; changes in government policy and/or regulation, including net neutrality rules  by the United States Federal Communications Commission and in the area of data protection; increasing competition leading to lower prices for our services; our ability to attract new customers and to increase and maintain the volume of traffic on our network; the ability to maintain our Internet peering arrangements on favorable terms; our reliance on an equipment vendor, Cisco Systems Inc., and the potential for hardware or software problems associated with such equipment; the dependence of our network on the quality and dependability of third-party fiber providers; our ability to retain certain customers that comprise a significant portion of our revenue base; the management of network failures and/or disruptions; and outcomes in litigation as well as other risks discussed from time to time in our filings with the Securities and Exchange Commission, including, without limitation, our annual report on Form 10-K for the fiscal year ended December 31, 2010 and our quarterly report on Form 10-Q for the quarter ended March 31, 2011, to be filed with the Securities and Exchange Commission. Cogent undertakes no duty to update any forward-looking statement or any information contained in this press release or in other public disclosures at any time.

 

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