AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • June 12th, 2014 • Cogent Communications Group Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”), dated as of May 15, 2014, is among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), Cogent Communications Holdings, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of the Company (“Holdings”), and Cogent Communications Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Holdings (“Merger Sub”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • June 12th, 2014 • Cogent Communications Group Inc • Services-prepackaged software • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 15, 2014, among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), Cogent Communications Holdings, Inc., a Delaware corporation (the “Guarantor”), and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • June 12th, 2014 • Cogent Communications Group Inc • Services-prepackaged software • Delaware
This ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”), is entered into as of May 15, 2014, by and between Cogent Communications Group, Inc., a Delaware corporation (the “Company”), and Cogent Communications Holdings, Inc., a Delaware corporation (“Holdings”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
