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).
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