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May 14, 2014 /PRNewswire/ -- Cogent Communications Group, Inc. (NASDAQ: CCOI) (the "Company") today announced that it is notifying holders of its outstanding 1.00% Convertible Senior Notes Due 2027 (CUSIP No. 19239VAB0) (the "Securities") that the holders have an option, pursuant to the terms of the Securities, to require the Company to purchase, on
June 16, 2014, all or a portion of such holders' Securities (the "Put Option") at a price equal to 100% of the aggregate principal amount of the Securities.
Cogent Communications Group, Inc. will pay the aggregate purchase price solely in cash. If all outstanding Securities are surrendered for purchase pursuant to the Put Option, the aggregate cash purchase price will be
$91,978,000, plus unpaid interest accrued thereon to, but excluding,
June 15, 2014. Holders that do not surrender their Securities for purchase will maintain the right to convert their Securities, subject to the terms, conditions and adjustments applicable to the Securities.
The opportunity to surrender Securities for purchase pursuant to the Put Option will terminate at
New York City time, on
June 12, 2014. In order to exercise the applicable Put Option, a holder must follow the procedures set forth in the applicable notice to holders. Holders may withdraw any Securities previously surrendered at any time prior to
New York City time, on
June 13, 2014.
Cogent Communications Group, Inc. will file a Tender Offer Statement on Schedule TO for the Securities with the Securities and Exchange Commission. In addition, documents specifying the terms, conditions and procedures for surrendering and withdrawing Securities for purchase, including the notices to holders, will be available through The Depository Trust Company and the paying agent for the Securities, which is Wells Fargo Bank, National Association. None of the Company, the board of directors of the Company and its employees have made or are making any representation or recommendation as to whether any holder should surrender any Securities.