SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

 

Date of report (date of earliest event reported): January 7, 2004 (January 6, 2004)

 

 

 

 

ITEM 2.

ACQUISITION OR DISPOSITION OF ASSETS.

 

(a)  In a press release dated January 6, 2004, Cogent Communications Group, Inc. (“Cogent”) announced that it has completed the acquisition of Symposium Gamma, Inc. a holding company which owns certain companies of the LambdaNet group providing service primarily in Spain and France but also in the United Kingdom, Belgium, Luxemburg, the Netherlands, Portugal, Sweden and Switzerland.  In the acquisition stockholders of Symposium Gamma, Inc. received shares of convertible preferred stock of Cogent. The stockholders of Symposium Gamma, Inc. included certain existing holders of preferred stock of Cogent. The press release is attached hereto as Exhibit 99.1.

 

(b)  The acquired assets are used in the provision of telecommunications point-to-point transport and transit services in over 40 European markets.  Cogent plans to use the acquired assets introduce in Europe a new set of products and services based on Cogent’s current North American product set.

 

ITEM 7.

FINANCIAL STATEMENTS AND EXHIBITS

 

(a)   Financial Statements of Businesses Acquired. Pursuant to Item 7(a)(4) of Form 8-K, the financial statements required by Item 7(a) will be filed on or prior to March 22, 2004.

 

(b)   Pro Forma Financial Information. Pursuant to Items 7(a)(4) and 7(b)(2) of Form 8-K, the financial statements required by Item 7(b) will be filed on or prior to March 22, 2004.

 

(c)		Exhibits:
		Exhibit Number		Description
		2.1		Agreement and Plan of Merger, dated as of January 2, 2004, by and among Cogent Communications Group, Inc., Lux Merger Sub, Inc. and Symposium Gamma, Inc.
				(attached hereto).
		99.1		Press Release, dated January 6, 2004, announcing the completion of the acquisition of LambdaNet Spain and LambdaNet France operations by Cogent (attached hereto).

 

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 GROUP, INC.
Date: January 7, 2004		By:	/s/Thaddeus Weed
			Thaddeus Weed
			Vice President and Controller

 

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INDEX TO EXHIBITS

 

Exhibit Number		Description
2.1		Agreement and Plan of Merger, dated as of January 2, 2004, by and among Cogent Communications Group, Inc., Lux Merger Sub, Inc. and Symposium Gamma, Inc.
		(attached hereto).
99.1		Press Release, dated January 6, 2004, announcing the completion of the acquisition of LambdaNet Spain and LambdaNet France operations by Cogent (attached hereto).

 

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