NASDAQ:CCOI Cogent Communications Q4 2023 Earnings Report GBX 69.20 -3.00 (-4.16%) As of 12:29 PM Eastern Earnings HistoryForecast dotdigital Group EPS ResultsActual EPS-GBX 0.16Consensus EPS -GBX 0.95Beat/MissBeat by +GBX 0.79One Year Ago EPSN/Adotdigital Group Revenue ResultsActual Revenue$272.10 millionExpected Revenue$275.82 millionBeat/MissMissed by -$3.72 millionYoY Revenue GrowthN/Adotdigital Group Announcement DetailsQuarterQ4 2023Date2/29/2024TimeN/AConference Call DateThursday, February 29, 2024Conference Call Time8:30AM ETConference Call ResourcesConference Call AudioConference Call TranscriptPress Release (8-K)Annual Report (10-K)Earnings HistoryCompany ProfilePowered by dotdigital Group Q4 2023 Earnings Call TranscriptProvided by QuartrFebruary 29, 2024 ShareLink copied to clipboard.There are 9 speakers on the call. Operator00:00:00Good morning, and welcome to the Cogent Communications Holdings 4th Quarter and Full Year 2023 Earnings Conference Call. As a reminder, this conference call is being recorded and it will be available for replay at www.cogentco.com. A transcript of this conference call will be posted on Cogent's website when it becomes available. Cogent's summary of financial and operational results attached to its press release can be downloaded from the Cogent website. I would now like to turn the call over to Mr. Operator00:00:31Dave Schaeffer, Chairman and Chief Executive Officer of Cogent Communications Holdings. Speaker 100:00:37Yes. Hi. Good morning. Welcome to our earnings call for the Q4 of 2023 and full year 2023. I'm David Schafer, Cogent's Chief Executive Officer. Speaker 100:00:51With me on this morning's call is Tad Weed, our Chief Financial Officer. Hopefully, we've had a chance to review our earnings press release. Our press release includes a number of historical metrics that we present on a consistent basis each and every quarter. Now for a quick summary of our results. We closed the acquisition of the Sprint business on May 1, 2023. Speaker 100:01:18This transaction significantly expanded our network, our customer base and materially increased the scope and scale of our business. Our annualized revenue run rates are now in excess of $1,000,000,000 We acquired a large number of enterprise customer relationships. These customers are typically larger than our Cogent legacy corporate customer base. We also acquired a significant network comprised of owned fiber and owned facilities, many of which are being converted to data centers. We acquired a network with an appraised value substantially above $1,000,000,000 for $1 We are repurposing the acquired fiber network to be optimized for the sale of wavelength services. Speaker 100:02:14We received a total of $700,000,000 over time from T Mobile to offset the operating losses of serving enterprise customers. Dollars 350,000,000 of these payments will be made in the 1st year at $29,200,000 per month. And then $350,000,000 of payments will be spread out over the next 42 months of $8,300,000 per month. We remain optimistic about the cash flow capabilities of our combined operations. Our recent results show that we have achieved immediate and substantial savings in multiple areas, many of which have exceeded our initial expectations. Speaker 100:03:06We anticipate additional cost savings from our current run rates. Our combined Cogent business had a very good quarter and a very good year. Our total revenues for the quarter were $272,100,000 dollars 940,900,000 for full year 2023. Our EBITDA as adjusted for the quarter was $110,500,000 and for the full year was $352,500,000 in 2023. Our EBITDA as adjusted margin was 40.6 percent for the quarter and 37 point 5% for full year 2023. Speaker 100:04:00We received 3 payments totaling $87,500,000 from T Mobile this quarter and a total of 7 payments in 2023, totaling 204 $200,000 Our gross total debt trailing 12 month EBITDA is adjusted and our net debt ratio significantly improved in the quarter. Our gross debt to trailing 12 months EBITDA as adjusted ratio was 4.07@yearend and our net debt ratio was 3.75, a substantial improvement from the 4.23 times in the last quarter. Our network traffic increased sequentially by 7% and was up 22% year over year. We have a number of areas in which we expect to continue to execute on cost savings. We are in the process of realizing savings and synergies over a 3 year period that will result in an annualized savings of $220,000,000 We anticipate achieving additional SG and A savings and other cost and revenue synergies over this over the next several years, hopefully exceeding that 2 $20,000,000 target. Speaker 100:05:38Our recent progress in achieving these savings is very encouraging, and we do intend to surpass the targets that we have laid out. Our sales force productivity last quarter was 3 point 6 units installed per rep and 3.3 units per full time equivalent this quarter. Our sales rep productivity has been substantially impacted by the enterprise customer reps that joined us from the Sprint business. These new enterprise reps are continuing to receive training on Cogent sales processes and have not yet reached their full productivity. Now for the size and scope of our sales force, in connection with the Sprint acquisition, we hired a total of 942 employees. Speaker 100:06:39As of today, 742 of these employees remain employed with Cogent. During the quarter, our total sales rep count increased by 20 or approximately a 3% sequential increase. For full year 2023, our total sales reps increased by 109 or a 20% increase, substantially ahead of our normal rate of sales worth growth, catching up for some of the slower growth that occurred throughout the pandemic years. We ended the year with 657 sales reps, of which 620 were counted as full time equivalents. Now for some comments on our wavelength and optical transport services. Speaker 100:07:36In connection with our acquisition of Sprint business, we are expanding our product offering to include wavelengths optical transport over our newly acquired fiber optic network. We are selling these wavelength services to existing customers as well as customers acquired from Sprint. These customers require dedicated optical transport connectivity without the capital and ongoing expenses associated with operating their own network. We have sold Wavelengths to date in 65 locations. Many of these have shorter provisioning cycles. Speaker 100:08:19We have connectivity and capability to sell wavelengths today in an additional 285 locations with longer provisioning cycles. By year end 2024, we expect to be able to offer Waveline Services in 800 North American carrier neutral data center locations with substantially shorter provisioning times. Our footprint expanded materially with the acquisition of Sprint. We added 18,905 route miles of owned intercity fiber and 12,000 excuse me, 1257 route miles of owned metropolitan fiber to our network. We also added 11,400 route miles of inner city IRUed fiber and approximately 4,500 route miles of metropolitan IRU fiber to the Cogent network. Speaker 100:09:31We are in the process of rationalizing these acquired IRU Fiber Agreements as their contractual terms allow us to exit them. To date, we have also reconfigured 22 of the acquired Sprint facilities into data centers, and we added these new data centers to the 1558 carrier neutral data centers that we operate, bringing and brought the total of Cogent operated data centers to 77, which today have 157 megawatts of power. We are in the process of converting an additional 23 Sprint facilities into Cogent data centers and optimizing and rationalizing our data center footprint. During the quarter, we returned 46 $400,000 to our shareholders with our regular quarterly dividend. We paid 4 quarterly dividends in 2023 totaling 181 point $7,000,000 or $3.76 per share. Speaker 100:10:51We expect the tax treatment for these dividends are generally treated as completely return of capital. So therefore, 100% of those dividends will be treated on a tax deferred basis. Our Board of Directors, which continues to evaluate our growth and cash flow and the capabilities of our team to execute against our opportunities, inclusive of the Sprint acquisition, increased our quarterly dividend yet again by $0.01 a share sequentially, raising our quarterly dividend from $0.995 per share per quarter to $0.965 per share per quarter. This increase represents the 46th consecutive sequential increase in our quarterly dividend and a 4.3% annual growth rate in that dividend. Now for a couple of comments around our long term targets. Speaker 100:12:05Now that Cogent is fully integrated and combined with the Sprint business, we anticipate our long term average revenue growth to remain between 5% 7% annually, and we expect our EBITDA margins as adjusted to increase by approximately 100 basis points annually. This will be impacted in the short term by the step down in payments from T Mobile. Our revenue and EBITDA guidance targets are intended to be multi year goals and are not intended to be used as quarterly or annual specific targets. Our EBITDA as adjusted and leverage ratios are impacted by the $700,000,000 payment stream that we received from T Mobile. Beginning in May of 2024, these payments will step down from $29,200,000 per month to $8,300,000 a month and remain in place for the subsequent 42 months. Speaker 100:13:25The reductions will impact our future EBITDA as adjusted leverage ratios and will impact our ratios in the Q3 of 2024 on a trailing 12 month basis. Now I'd like to turn it over to Tad to read our Safe Harbor language and provide some additional details, And then I will jump back on to address some additional operating metrics. Speaker 200:13:58Thank you, Dave, and good morning, everyone. This earnings conference call includes forward looking statements. These forward looking statements are based upon our current intent, belief and expectations. These forward looking statements and all other statements that we made on this call that are not historical facts are subject to a number of risks and uncertainties and actual results may differ materially. Please refer to our SEC filings for more information on the factors that could cause actual results to differ. Speaker 200:14:27Cogent undertakes no obligation to update or revise our forward looking statements. If we use non GAAP financial measures during this call, you will find these reconciled to the corresponding GAAP measures in our earnings releases that are posted on our website at cogentco.com. So some comments on the accounting for the Sprint acquisition, which was very complex, frankly. In connection with our accounting for the acquisition, we recorded a total gain on bargain purchase for the year of 1,400,000,000 or almost $27 per share for the year. Included in that $1,400,000,000 gain is the discounted present value of the $700,000,000 IP transit services agreement with T Mobile. Speaker 200:15:15During the Q4 and in consultation with our auditors and valuation specialists, a big 4 accounting firm, we recorded both big 4 accounting firms, we recorded an additional intangible asset for $9,900,000 of IPV 4 Internet addresses that we acquired in the Sprint acquisition. These IPV 4 addresses have an indefinite useful life and are not being amortized. This asset was recorded at 458,000,000 dollars or an average of about $46 per address. Because of the novel nature of this asset and the fact that the transaction has already resulted in a material bargain purchase gain prior to recording this asset, We recorded the asset after consideration of the appropriate valuation approach. The net after tax impact of recording the IPV4 Internet addresses and other valuation adjustments that we made this quarter resulted in a net additional gain on the bargain purchase of $254,000,000 that we recorded in the 4th quarter. Speaker 200:16:32The acquired network including owned real estate assets, fiber routes, right of way agreements, network equipment and the IPV4 Internet addresses have been appraised by a big four accounting firm at a valuation total valuation of $1,400,000,000 The total fair value of the net assets acquired, so net of liabilities was $800,000,000 and including the net present value of the consideration to be paid to us by T Mobile of $600,000,000 while discounted value and the $458,000,000 of IP4 Internet addresses. Again, the total acquisition resulted in a $1,400,000,000 bargain purchase gain. These amounts are subject to additional adjustments through 1 year from the closing date, which will be May 1, 2024. Some comments on corporate and NetCentric revenue and customer connections. We analyze our revenues based upon network connection type, which is on net, off net, wavelength services and non core services. Speaker 200:17:45And we analyze our revenues based upon customer type and we classify all of our customers into 3 types, NetCentric, Corporate and Enterprise. Our corporate business continues to be influenced by real estate activity in central business districts. We continue to remain cautious in our outlook for our corporate revenues given the uncertain economic environment and other challenges from the lingering pandemic effects. Our corporate business was 46.5 percent of our revenues this quarter and our quarterly corporate revenue increased year over year by 47 0.6% to a total of $126,600,000 from the Q4 of last year and increased sequentially by 5.1%. For the full year 2023, corporate revenue increased by 29.5 percent to $443,700,000 We have 54,493 corporate customer connections on our network at year end. Speaker 200:18:53This represented a sequential decrease of 1% and a year over year increase of 21.5%. For the quarter, the sequential impact of USF taxes recorded as revenues on our corporate revenues was a positive $5,900,000 and a positive year over year quarterly impact of $16,300,000 For the full year, the positive USF impact was $34,800,000 dollars Some comments on the NetCentric business. Our NetCentric business continues to benefit from the continued growth in video traffic, streaming and wavelength sales. Our NetCentric business represented 34.2% of our revenues this quarter and declined sequentially by 1.9 percent to $93,100,000 and grew by 40.7% on a year over year basis. For the full year 2023, our NetCentric revenue increased by 33.7% to $343,600,000 We had 62,370 NetCentric customer connections on our network at year end. Speaker 200:20:11That was a slight sequential increase of 0.1% and a year over year increase of 20.7%. Comments on the Enterprise business. Our Enterprise business represented 19.2 percent of our revenues for the quarter and was 52,300,000 dollars We had 20,740 enterprise customer connections at the end of the year on our network. Our enterprise revenue decreased sequentially by $7,700,000 or by 12.8%. For the full year 2023, our enterprise business revenue was 16.3 percent of our revenues. Speaker 200:20:55Reminder, there was no enterprise revenue last year or $153,600,000 Lastly, on the Wavelength business. Our new Wavelength product represented 1.2% of our revenues this quarter and was $3,300,000 and we had a total of 667 connect wavelength connections on our network at year end. Revenue and customer connections by network type. Need to make some comments also on the billing transition that we went through in the Q4. In the Q4, we fully integrated our Sprint customers into our billing platform. Speaker 200:21:37All Cogent customers worldwide are now billed from 1 Cogent billing system. This transition delayed some customer payments from December into January since the former Sprint customers needed to update their systems to remit payments to our lockbox from the T Mobile lockbox. This increased our day sales to 37 at year end, which was a temporary increase. Additionally, once we provisioned every Sprint order into our billing system, we reclassified $1,000,000 of on net revenue and $400,000 of off net revenue from Q3 to non core revenue. We also reclassified 373 on net customer connections at the end of the 3rd quarter to 157 off net customer connections and 12 16 non core customer connections. Speaker 200:22:36This was to conform to our classification methodology as we were using the T Mobile billing system through October of 2023. These changes are reflected retroactively in our summary of financial and operational results tables that is included in our press release. On net revenue. Our on net revenue including Wavelength revenue was $141,200,000 for the quarter. That was a sequential increase of 6.9% and a year over year increase of 22.8%. Speaker 200:23:14For the full year 2023, Speaker 100:23:17our on Speaker 200:23:17net revenue increased by 14.5 percent to 500 and $18,600,000 Our on net customer connections were 88,733 at year end. We serve our on net customers in our 3,277 total on net multi tenant office and carrier neutral data center buildings. We continue to succeed in selling larger 100 gigabit connections and 400 gigabit connections in CaroNurture data centers and selling 10 gigabit connections in selected multi tenant office buildings. Selling these larger connections has the impact of increasing our year over year and sequentially on net ARPU. Our off net revenue was $123,700,000 for the quarter. Speaker 200:24:10That was a sequential decrease of 5.3% and a year over year increase of 235.4%. The sequential decline in our off net revenue was partially impacted by our migration, certain off net customers to on net. For full year 2023, our off net revenue increased by 169.2 percent to $393,500,000 Our off net customer connections were 36,895 at year end and we serve these off net customers in over 27,000 off net buildings. These off net buildings are primarily located in North America. Lastly, on non core revenues. Speaker 200:24:58Our non core revenue was $7,300,000 for the quarter. That was a sequential decrease of $5,600,000 or 43.5 percent due to our decision to end of life these non core products. Non core customer connections were 1975@yearend. Some statistics on pricing. Our average price per megabit for our installed base decreased sequentially by 7.1 percent to $0.28 but increased year over year by 4.9%. Speaker 200:25:32Our average price per megabit for our new customer contracts for the quarter was 0 point 10 dollars ARPU. Our on net ARPU increased sequentially and our off net ARPU decreased. However, our year over year on net and off net ARPUs increased primarily from the impact of the Sprint business and also selling larger connections. Our on net ARPU increased sequentially by 9.7% from 484 to 530. Year over year, our on net ARPU increased by 14.4% from 4.64 last year. Speaker 200:26:16Our off net ARPU decreased sequentially by 2.9% from 11.50 dollars to $11.17 Year over year, our off net ARPU increased by 22.2% from $9.14 last year. Our sequential churn rate for our on net and off net connections for the combined business improved. Our on net unit monthly churn rate was 1.2% for the quarter, which was a material improvement from 1.8% last quarter. Our off net unit monthly churn rate was 1.3% this quarter, an improvement from 1.5% last quarter. EBITDA and EBITDA margin. Speaker 200:27:04We reconcile our EBITDA to our cash flow from operations in each of our quarterly press releases. We incurred $17,000,000 of Sprint non capital acquisition costs this quarter compared to $400,000 last quarter. Included in that $17,000,000 of Sprint acquisition costs for the quarter are $16,200,000 of severance costs that we paid, but are fully reimbursed by T Mobile and have been fully reimbursed. Under U. S. Speaker 200:27:35GAAP, these costs need to be reported as SG and A post acquisition costs and correspondingly as a component of the bargain purchase gain, so no net P and L impact. And they are reflected as Sprint acquisition costs since they are directly tied to the acquisition, classified that way on our P and L. EBITDA as adjusted and EBITDA as adjusted margin. Our EBITDA as adjusted includes adjustments for Sprint acquisition costs and cash payments received under the $700,000,000 IP transit services agreement with T Mobile. We billed and collected $87,500,000 under that agreement this quarter. Speaker 200:28:21We billed $233,300,000 and collected $242,200,000 under that agreement for the full year 2023. All amounts billed under the IP Transit Services agreement have been paid to us on time. Our EBITDA as adjusted for Sprint acquisition costs and cash payments under the IP transit services agreement was $110,000,000 for the quarter and a 40.6% margin. Our EBITDA as adjusted was $352,500,000 for the full year and a 37.5% margin. Comments on foreign currency. Speaker 200:29:02Our revenue earned outside of the United States is reported in U. S. Dollars and was about 16% of our revenue this quarter and 18% for the year. About 10% of our revenues for the quarter were based in Europe and the remaining 6% outside of the U. S. Speaker 200:29:20Were related to Canada, Mexico, Oceanic, South American and African operations. The average USD to euro rate so far this quarter is $1.09 and the Canadian dollar average rate $0.75 And if those average rates remain at their current levels for the remainder of the Q1 of this year, we estimate that the FX conversion impact on our sequential quarterly revenues would be positive and about $500,000 and the same impact on a year over year basis. We believe that our revenue and customer base is not very highly concentrated even with the Sprint acquisition, including the impact of the customers acquired in the Sprint business, our top 25 customers represented 16% of our revenues this quarter and 15% for the year. CapEx, our quarterly CapEx was $43,600,000 this quarter and our CapEx was $129,600,000 for the year. We are continuing our network integration of the former Sprint network and legacy Cogent network to 1 unified network and converting Sprint switch sites into Cogent data centers. Speaker 200:30:37On finance leases and payments, our finance lease IRU obligations are for long term dark fiber leases and typically have initial terms of 15 to 20 years or longer and often include multiple renewal options after the initial term. Our total IRU finance lease obligations were 484.5 $1,000,000 at quarter end. We have a very diverse set of IRU suppliers and we have contracts with over 3 25 different dark fiber suppliers worldwide. Comments on cash and cash flow. At quarter end, our cash and cash equivalents and restricted cash was $113,800,000 Our $38,700,000 of restricted cash is directly tied to the estimated fair value of our interest rate swap agreement. Speaker 200:31:29Our operating cash flow results are materially impacted by the timing and amount of our payments under our transition services agreement with T Mobile and the presentation of payments under the $700,000,000 IP Transit Services dollars IP Transit Services Agreement. Payments under the IP Transit $700,000,000 agreement under U. S. GAAP are considered cash receipts from investing activities and not classified as operating activities. Our operating cash flow was a use of $32,500,000 for the quarter compared to $52,400,000 of a use last quarter. Speaker 200:32:07Our operating cash flow this quarter was impacted by the billing conversion and our operating cash flow was $33,600,000 for full year 2023. Our payments received under the IP transit agreement are recorded as cash provided by investing activities and were $87,500,000 last quarter, the same as this quarter and for the year $204,200,000 was collected. Our total gross debt at par including finance IRU lease obligations was $1,500,000,000 at year end and net debt was 1 point $4,000,000,000 Our total gross debt to last 12 months EBITDA as adjusted and our net debt ratios both significantly improved this quarter. Our total gross debt to last 12 months EBITDA as adjusted was 4.07 at year end and net debt was 3.75, an improvement of 4.23@theendofq3. This is compared to a gross debt and last 12 months EBITDA as adjusted ratio of 4.79 at the end of Q3 and again a net ratio of 4.23 last quarter. Speaker 200:33:23Our consolidated leverage ratio as calculated under our note indentures slightly different reduced to 3.67 from 4.57 last quarter and our secured leverage ratio is calculated under the note indentures reduced to 2.4 from 2.97 last quarter. Some comments related to our swap agreement. We are party to an interest rate swap agreement that modifies our fixed interest rate obligation associated with our $500,000,000 twenty 26 notes to a variable interest rate obligation based upon the secured overnight financing rate or SOFR for the remaining term of those notes. We recorded the estimated fair value of the swap agreement each reporting period and incur corresponding non cash gains and losses due to the changes in market interest rates, our interest expense and operating cash flow for the full year 2023 was impacted by $21,500,000 of interest expense paid in May November associated with the swap agreement. And that was compared to $2,100,000 last year. Speaker 200:34:36The fair value of our swap agreement decreased by $17,700,000 from last quarter to $38,700,000 We are required to maintain restricted cash balance with the counterparty equal to the liability. Our days sales outstanding or DSO, I mentioned earlier, was significantly impacted by the billing conversion. Our DSO for worldwide accounts receivable was 37 days versus 27 last quarter, our DSOs after year end have reverted back to historical norms. Our bad debt expense was $1,900,000 0.7 percent of our revenues for the quarter that was also impacted by the billing conversion. Our bad debt expense was $8,600,000 0.9 percent of our revenues for the year. Speaker 200:35:27Finally, I want to thank and recognize our worldwide billing and collection team members for managing this billing conversion from the legacy T Mobile Sprint billing platform to our Cogent billing engine. This was a tremendous operational achievement and we completed this in only 6 months from the acquisition date. All customers were billed worldwide from the Cogent billing system starting in November of 2023. I will now turn the call back over to Dave. Speaker 100:35:57Hey, thanks, Chad. I'd like to highlight a couple of the strengths of our network, our customer base and sales force. We continue to experience significant traffic growth in our NetCentric business. We continue to be beneficiaries of increased over the top video and streaming, particularly in international markets. At quarter's end, we ended with 15 58 carrier neutral data centers and 68 cogent data centers directly connected to our network. Speaker 100:36:39That total of 1626 data centers is more than any other carrier globally as measured by independent third party research. The breadth of this coverage allows us to serve the NetCentric market, better allowing our customers to optimize their networks for reduced latency. We expect to continue to widen this lead in the market as we project adding over an additional 100 carrier neutral data centers to our network per year for the next several years. We also expect to continue to convert Sprint facilities into Cogent data centers. 23 of these facilities are in process of being converted. Speaker 100:37:31To date, we have completed the conversion of 22 of the facilities into Cogent data centers. As of today, we are selling Wavelength services in 65 carrier neutral data centers. With expanded provisioning cycles, we can also sell wavelengths and an additional 285 carrier neutral data centers or a total of 3.60 facilities across North America. We are generating $3,300,000 of revenue from Wavelength sales in the previous quarter was 667 discrete installed Wavelengths. We have a significant funnel of wavelength orders in the pipeline. Speaker 100:38:28Today, we have a combination of orders signed as well as in our sales funnel of over 2,300 orders. Our network traffic continues to increase. It increased 7% sequentially and 22% year over year. At quarter end, we directly connected to 7,98 networks. This collection of ISPs, telephone companies, cable companies, mobile operators and other carriers allow us to directly reach the vast majority of the world's broadband subscribers and mobile phone users. Speaker 100:39:15At quarter's end, we had a sales force of 271 NetCentric reps focused on this market. That was in addition to the 374 reps that we have focused on our corporate segment and 12 sales reps focused on our enterprise market. The corporate trends that we are seeing are positive, but have still been impacted by the pandemic. Our corporate customers are continuing to integrate new applications, which have become part of their normal workload, including the extended use of video conferencing. This usage requires high speed, high capacity connections, both inside and outside of their premises. Speaker 100:40:17Our enterprise customers continue to focus on dedicated Internet access and VPN services, inclusive of the older MPLS technology to manage their networks. We remain focused on improving our sales force efficacy through training and managing out underperforming sales reps. Our sales force turnover rate did improve substantially in the quarter to 4.1% per month for the quarter, down from a peak of 8.7 reps per month at the height of the pandemic and much better than our average historical number of 5.6%. We are continuing to train reps who joined Cogent from the Sprint business. We remain optimistic about our unique position in serving the market, particularly around our corporate footprint and central business districts, where we have over 1,000,000,000 square feet of rentable office space and 18 62 multi tenant buildings on net. Speaker 100:41:43We're excited about our large enterprise customer base as this provides us a new targeted market. And our wavelength opportunity is just beginning to unfold as we continue to repurpose the Sprint network and optimize it for the delivery of Wavelength services. As mentioned earlier, we can serve customers in 65 locations today where we are delivering waves. We have another 285 locations that are enabled for service with longer provisioning windows. That's significant backlog and funnel of approximately 2,300 Wavelength Opportunities gives us a great deal of confidence that as we continue to modify and enhance the Sprint network to provision wavelengths, we will be able to convert these on a much more expeditious schedule and by year end hope to mirror the provisioning windows that we have experienced in our NetCentric transit services. Speaker 100:43:05The key indicators of office activity, workplace reentry and leasing activity remain substantially below pre pandemic levels. However, many tenants are returning to their offices and leasing activity appears to beginning to improve. We are diligently working to continue to integrate all of the Sprint assets and customers into our systems, our processes and one unified network. This will allow us to continue to improve our cash flow generation. Over the next 3 years, we anticipate an annual savings due to multiple synergies of over $220,000,000 a year. Speaker 100:44:02With that, I'd like to open the call now for questions. Operator00:44:08Thank you. Your first question comes from Anton Renard with Cowen. Please go ahead. Speaker 100:44:23Hi. Thanks for Speaker 300:44:24getting me on the call. This is Anton filling in for Greg Williams at TD Cowen. I saw that CapEx came in a little bit higher at $43,000,000 How should we think about CapEx just going forward and the outlook there? Thanks. Speaker 100:44:41Yes, sure, Anton. Thanks for the question. As we outlined, the CapEx that we expect to spend on a going forward basis should be about $100,000,000 a year. We also indicated at the time we announced the acquisition of the Sprint network that there would be about a $50,000,000 one time set of expenditures. We were about 60% of the way through that extraordinary $50,000,000 That was the reason why our CapEx came in at approximately $130,000,000 last year. Speaker 100:45:26And thinking about the capital required to run the combined business, there are really 3 categories. There is the maintenance capital required to run the legacy Cogent network and its associated IP and VPN business, which is about $35,000,000 a year. There was approximately $30,000,000 a year in continuing capital expenditures on the acquired Sprint network. We are continuing to spend that capital. However, we are repurposing those expenditures to primarily focus on the wavelength opportunity. Speaker 100:46:18And then 3rd, we are expecting to be able to additionally be able to use capital to expand the footprint. We spend about $30,000,000 a year in footprint expansion. The final point I'd like to make is, in thinking about our capital, you really need to look at the combination of what is reported as capital as well as the principal payments on capital leases. And in fact, sequentially from the Q3 to the Q4, those principal payments on capital leases declined materially from $41,300,000 to 18,800,000 I think you should think about these as pretty good run rates going forward. So probably in the order of about $80,000,000 a year for the next several years on principal payments on capital leases and then on addition to that about $100,000,000 in CapEx. Speaker 300:47:36Got it. Thank you. Speaker 100:47:37Hey, thanks. Operator00:47:40Your next question comes from Alex Waters with Bank of America. Please go ahead. Speaker 400:47:46Hey, Dave. Thanks so much for taking the question. Maybe just first on Wavelengths. Can we maybe just talk a little bit about the rationale of no longer stripping out wavelengths in the press release? And then secondly, on that, just heading into 2024, I think last quarter you noted that we should probably be around the $20,000,000 range a quarter by mid year for wavelengths. Speaker 400:48:08Can we just talk about that ramp as we get there? And then just on SG and A, can we just talk about the uptick quarter over quarter? And then how we should think about kind of SG and A going into 2024? Thanks. Speaker 100:48:22Yes, sure. So the decision on just not including it in the press release was so we would have a more fulsome opportunity to discuss it in the prepared remarks as we did. We I think it is important to be able to disclose both the revenue run rate, which was $3,300,000 up sequentially and the unit count, which was 667. We are still hampered by the number of sites that we can provision. The backlog has more than doubled sequentially in the quarter. Speaker 100:49:05So on the Q3 earnings call, our backlog was approximately 1,000 orders in the sales funnel and provisioning funnel. That number is up to approximately 2,300. We actually anticipate based on information from the sales force and our conversations with customers that we're going to continue to see an acceleration in the order volume. We are frustrated by the amount of time it's taken to wave enable sites. We are still confident by year end that we will be able to have 800 sites that can provision waves with a kind of 2 week average provisioning window. Speaker 100:50:02We are definitely not there today. As a result, we will probably not be on a run rate by mid year of $20,000,000 of installed business. I think we will have a funnel that will demonstrate that, But the sheer number of sites that need to be touched and the number of steps that have to be done to convert the former Sprint voice network into a wavelength optimized network is a very daunting task. We are progressing well. There are over 1,000 of our 2,000 employees who are almost completely full time focused on this effort. Speaker 100:50:52We absolutely will meet the year end targets, but I think by mid year, the funnel will demonstrate that run rate, but it probably will not be provisioned due to these extended provisioning windows in those 285 sites. And I'll let Tad jump into the SG and A numbers. Speaker 200:51:14Sure. So I think the best way to look at our cost run rate is to look at the combined COGS and SG and A together. We had some classification adjustments we needed to make in the quarter and for the year. Result of that is for a period of time, T Mobile was paying our bills for us. So we were getting that information and having to classify it according to what came in. Speaker 200:51:43The takeaway is for the Q3, the combined cost of goods sold and SG and A rate was about 2 $31,000,000 There was a benefit in that quarter of about $8,500,000 for the change in accounting for a capital lease. So adjusted for that, it's about $240,000,000 for the quarter. The combined for this quarter is about $249,000,000 Now we had a couple of increases that are not going to reoccur. Our USF, as we mentioned on the call, increased by $6,000,000 We had a bad debt that we needed to record since it's based on the relationship of cash receipts to billing and because of the billing delay that went up and that was about $2,000,000 And then we have year end audit adjustments and also bonuses to employees combined of about $2,000,000 So you're comparing an adjusted $240,000,000 combined COGS in SG and A for Q3 to about $239,000,000 in this quarter. So it did slightly improve. Speaker 200:52:50I know that's a little complex and I think the other way to look at SG and A on a going forward basis is about 27% of revenue. Hopefully that helps. Speaker 400:53:04Thank you very much. Operator00:53:08Your next question comes from Walter Piecyk with Lightheaded Ventures. Please go ahead. Speaker 500:53:16Thanks for the detail. That was to be my question. I assume that there was some reversal of reversals, but USF revenue as well, right? So the expense goes up and down. Speaker 200:53:26That is correct, Paul. $5,800,000 sequentially. Speaker 500:53:31So let's look at this a different way. Let's take the $110,000,000 reported minus the $87,500,000 that gets you to $23,000,000 which was down 50% sequentially. And do whatever comparisons you want year over year. Like you basically just said that's the new run rate, maybe less $240,000,000 versus $240,000,000 like less 9,000,000 Speaker 100:53:56dollars So Speaker 500:53:57the run rate is $30,000,000 of EBITDA for the legacy business when you exclude the TSA payments, which we all know have a finite end. Speaker 100:54:08So, Walt, your arithmetic is a bit flawed in this case, because what you're doing is counting the expenses that we acquired in acquiring the Sprint Enterprise base, but then excluding from that the subsidy payments that T Mobile contractually substantial improvements by reducing headcount, by exiting uneconomic agreements and by moving customers from off net to on net. As we had described, it would take us 3 years to do that and we would achieve approximately $220,000,000 in annualized savings. We actually are running ahead of that. The T Mobile payments and their pacing were based on negotiations between the parties and the contractual schedules that were expenses that we knew we would exit, but maybe could not exit immediately. So I actually think to calculate EBITDA, you have to use both the expenses and the monies coming in, which Speaker 500:55:45That's not true. That's not flawed at all, because you're I fully appreciate the synergies that will be achieved in 3 years, but that's 3 years from now. You don't get the synergies today. And we're trying to figure out obviously a baseline to your EBITDA and then you will achieve synergies, which will give you full credit for over 3 years. And to say that you're ahead of schedule in the 2 20, but the baseline EBITDA is only 30, that's not necessarily a positive, right? Speaker 500:56:17You'd want to say we've got more synergies ahead of us to achieve off of that baseline as opposed to less. So I don't see how my math is flawed. I fully understand how synergies are achieved over time. I'm just saying that this is the baseline EBITDA today. Speaker 100:56:35So first of all, we have begun achieving those synergies to date. Many of those synergies have contractual counterparty obligations that roll off between now and the end of 2026 as we have been very clear Speaker 500:56:53in the range. Which is in everyone's estimates, but that has nothing to do with today's EBITDA. Speaker 100:56:59But at that Speaker 500:57:01Everyone knows that those expenses fall off. Speaker 100:57:05Right. But to cover those expenses, we have a stream of payments that are contractually obligated to be paid by T Mobile to us. And looking at EBITDA, you need to include those T Mobile expenses. Tad pointed out, for example, the $16,200,000 in severance reimbursement that we got in the quarter is not in your EBITDA number, but it was a cash payment to us from T Mobile. We're trying to be as transparent and granular as we can possibly be. Speaker 100:57:45But the Speaker 500:57:46I think it would be helpful then if you're trying to be transparent to put all of this information in the press release rather than having people feverishly write down the data on I know you said earlier, you just said you want to have a robust prepared comments, but that's not helpful in the spirit of transparency as opposed to putting the numbers in print in the press release when the quarter is released. Reporting Speaker 100:58:17reporting in the press release, Walt, compared to other public companies, I'm going to differ with you. I think we are very granular. The only comment that I made is I wanted the opportunity to describe the Wavelength funnel and our frustration in that we're only selling Wavelengths in 65 locations today, while we have orders in hundreds of other locations that we are rapidly enabling to be able to support those wavelengths. But again, to your EBITDA number, and we can take this offline. I'm happy to do a follow-up with you. Speaker 100:58:59I think you can read the K, you can look the detail. We're about as granular as possible. Speaker 500:59:04We read it all. We read it all. But we are not. Let me last question, Dave. Let's focus on revenue. Speaker 500:59:11Corporate revenue on the positive side, although again, there's numbers that we don't get like in Sprint non core. It looks like at least it's not declining anymore. Can you give us a I can't even strip through all these numbers since there's stuff that's not reported, but what is this what do you think the sequential growth is in your legacy corporate revenue, excluding the excise taxes and everything else? The corporate Speaker 200:59:34numbers that are provided in the press release for the quarter corporate revenue, 126.6 Speaker 500:59:42percent. Right. But that includes $20,000,000 of equity taxes. Let me Speaker 100:59:48finish. Speaker 200:59:51Last quarter, $120,500,000 that's an increase of $6,200,000 in that increase is $5,800,000 of USF. So there was a net increase of about $300,000 sequentially if you adjust for USF. Speaker 101:00:05Well, and the reality Speaker 501:00:06is some There's also in that number. Also is in that number is Sprint corporate non core, which is not broken out and that number can go up and down. Speaker 101:00:15So total non core declined from $12,000,000 to $7,000,000 It declined by $5,500,000 dollars It actually declined by more than that, as we pointed out, because when we converted customers from the Sprint billing platform that T Mobile was operating ours, there was another $1,400,000 of revenue that really was non core, but not designated with product codes that would represent non core under T Mobile's billing. So the $5,500,000 sequential decline in non core is actually understated Speaker 301:01:05by $1,400,000 Speaker 101:01:07So at the end of the day, we're not moving around, Walt. We're trying to get everything into a consistent way. So quarter over quarter, you can look at the non core, it's not going to go back up, it's going to continue to go down. And the fact that it went from $12,500,000 to $7,500,000 with a $1,400,000 Speaker 601:01:31add back Speaker 101:01:32is to me very positive in terms of Speaker 501:01:37I would say it wasn't. I'm just trying to set a number because I was saying that it looks like you inverted positive this quarter. I just wanted to affirm that because of these multiple moving pieces and getting to what was a very predictable number prior to all of this mess with Sprint. So I assume that that's positive now, which is an inversion. And I assume that you're so I assume you're expecting that to continue positive going forward. Speaker 501:02:03And if you want to talk about the dynamics of the corporate market, please do. Speaker 101:02:09Well, you are correct. Our corporate business net of USF did grow sequentially. It is continuing to grow. The pace at that growth is not at pre pandemic levels, but we are seeing sequential improvements. Speaker 501:02:35Perfect. Thank you very much. Speaker 101:02:37Thanks, Walt. Thank you, Walt. Operator01:02:41Your next question comes from Nick Del Deo with MoffettNathanson. Please go ahead. Speaker 301:02:48Hey, good morning, guys. Number of questions. I guess, I'm Speaker 101:02:52still a little confused Speaker 301:02:54on the cost and EBITDA trajectory. Maybe to ask it slightly different way, last quarter, your EBITDA, including the T Mobile payments, excluding integration costs was $131,000,000 This quarter was $110,000,000 or $111,000,000 So call it a $20,000,000 sequential decline in EBITDA. And, Chad, I know you called out the higher bad debt for a couple of $1,000,000 year end audit bonus for a couple of $1,000,000 in Q4. I guess anything else worth calling out to help explain that $20,000,000 delta? Speaker 201:03:30Yes. Last quarter, we had the benefit of the lease accounting, which I said was $8,400,000 So that's a different to that. And then also the USF impact. Speaker 101:03:45Which was $5,000,000 and then the bad debt. So those were And you've Speaker 201:03:48got year end bad debt audit bonus accruals that thing that those all combined are close to 5,000,000 Speaker 701:03:57dollars Okay. Speaker 301:03:58Just I can so maybe I'll drill down on 2. Speaker 201:04:00Really the costs comparable, it's about $240,000,000 versus 239, and that's COGS and SG and A combined. Now revenue did decline, so that's really the pure as adjusted EBITDA. $3,000,000 less because the cash payments were the same, dollars $175,000,000 So the SG and A run rate, forget three classes and other things and year end adjustments should be about 27% of revenues for a modeling purpose going forward. Okay. Just to Close to 30 at for this quarter. Speaker 301:04:38Okay. Just to clarify 2 things. So the USF for 5 you called out, again, isn't USF just a pass through with no profit impact? Speaker 201:04:47Yes, it is. But when you're reconciling those lines, you need to Speaker 301:05:00maybe I'm thinking of something different. You had the $12,000,000 or $13,000,000 adjustment where a lease went from OpEx to a finance lease that bumped up to EBITDA. So I thought that would have occurred in Q3 and Q4 consistently. Speaker 201:05:14No, because the previous expenses were reversed when the accounting was changed. Speaker 101:05:19Okay. So it does continue going forward, but you got But the Speaker 201:05:25payments this quarter hit interest and principal. And when we recorded the lease in the Q3, you recorded the balance and then you had to reverse the prior amounts that had been charged. Speaker 101:05:37From May through September 30. So it was really 5 months of reversal versus the run rate. Speaker 301:05:49Okay, okay. That latter nuance I hadn't picked up on. All right. Well, thanks for clarifying all that. Maybe, if I can ask 2 other questions, maybe. Speaker 301:06:03First, with the Sprint IPv4 addresses, what's the plan there? Do you sell them? Do you lease them? Do you hang on to them for the business? And what might the financial impact be over time? Speaker 101:06:18Okay. So there's a fair amount of complexity here. So when we acquired PSI then, we got a large number of addresses previous to Sprint and we had some organic Cogent and some from other acquisitions. But pre Sprint, we had approximately 28,000,000 addresses that had zero value on our balance sheet, yet they had real economic value. Those addresses are traded every day in public exchanges for about $55 an address. Speaker 101:07:02You can go online and look at the quotes as we talk. When we did the acquisition of PSI Net, there was no value to addresses because they were still available for free. And second, the accounting rules were different and we've recorded things as negative goodwill, which is no longer how you record a gain, you now record it as bargain purchase gain as we did in Sprint's case. In the case of Sprint, we acquired $9,900,000 incremental addresses, bring our total to about 37,800,000 addresses that we own. When that happened, we actually initially were not going to focus on them. Speaker 101:08:00And because we have been generating leasing revenue from addresses since 2015 included in our corporate and NetCentric numbers. It's primarily NetCentric. It's roughly 85% NetCentric, about almost 13% corporate and a couple percent in enterprise. We generate $40,000,000 a year out of leasing those numbers out. We continue to lease out incremental inventory. Speaker 101:08:39Today, we are leasing about $11,400,000 of the 37,800,000 addresses that we currently have. Our average lease price per address is about $0.30 per address per month. We were somewhat unique in the market in having an inventory and being a service provider and leasing these addresses. We didn't focus a whole lot of attention on and it was just included in all of our numbers, didn't even break it out as a separate product, it was just baked in. Now we are going to break out the unit count and the number separately. Speaker 101:09:29And part of the change occurred about a year ago when Amazon, which had been a serial buyer of addresses, began to compete with Cogent and lease addresses. Amazon leases its addresses on an hourly basis through AWS, but nobody really leases them by the hour. And in fact, they generate about 3 point $6.0 an address a month or 12 times Cogent's rate. So based on kind of now a 2 party leasing market you guys have to recognize a bigger bargain purchase gain to account for these addresses. That's why we picked up another $254,000,000 The final point to this is, we are going to continue to evaluate opportunities to either sell addresses, which we have not done yet, or potentially securitize the cash flows from those addresses. Speaker 101:10:46We're generating about $40,000,000 of EBITDA today off of our address leasing and that continues to grow. We'll continue to evaluate, is it better to lease or should we sell? Speaker 201:11:02If I just want Speaker 101:11:03to go ahead. Speaker 301:11:04I'm sorry, go ahead, Ted. Go ahead. Speaker 201:11:06Just summarize quickly on the inventory and the accounting, just I know Dave covered it, but so we have 38,000,000 addresses in total. In 2,002, 28,000,000 were acquired with PSI Net. We paid only $12,000,000 in cash to PSI Net. Back in those days, the accounting was you record only the assets equivalent to your purchase price. So we recorded $12,000,000 of intangibles basically. Speaker 201:11:36The rules now are you record the fair value of all assets acquired. With Sprint, we acquired $10,000,000 $9,900,000 additional addresses. That is an acquired asset that needs to be valued. We had the big four accounting firm including their appraisal, how much these addresses are worth and it came out with a net total per address value of $46 per address. So they are reflected on our balance sheet in our 10 ks, which we will file today at $458,000,000 in total. Speaker 201:12:14The net gain for the quarter includes the $250,000,000 that we increased the bargain purchase includes that $458,000,000 new address, the adjustment for the income tax impact of that, so deferred taxes. And then we had some other adjustments that we recorded. So I hope that's a good summary as to where we are. As Dave mentioned, we are leasing $11,400,000 of the addresses and generating about $35,000,000 of lease revenue currently per year. There's no cost associated with this revenue stream and they are an asset that's partly on our balance sheet and partly not. Speaker 301:12:59Okay. A lot of great detail. Thank you guys. I guess just one quick clarification here. About how many do you think you need to run the business? Speaker 301:13:06So in other words, how many are surplus that you could sell or lease out or securitize if you wanted to? Speaker 101:13:12Virtually none, probably 100,000 you could run the network. You would use some to number your own network devices. Today, we have about 60,000 network devices in the network and customers can bring their own. Between 2015 midyear 2022, we actually would only lease addresses to people that bought bandwidth from us. Anticipating Amazon's entry into the market, we relaxed those rules and we saw a significant spike up in leasing activity by leasing addresses to people that don't buy bandwidth as well as those who do continue to buy bandwidth. Speaker 101:14:06We could sell those addresses above that roughly 100,000 or run the company. Many other service providers have very limited pools of addresses. Speaker 301:14:20Okay. Okay. Thanks, Dave. And then sorry, the last question I wanted to hit on, and I'm sorry for this being so long. I guess, I'm not sure what you can say or would want to say about the peering dispute with NTT. Speaker 801:14:32But I'm interested in what Speaker 301:14:33you can share and whether you think it's going to have any customer revenue impacts in the coming quarters? Speaker 101:14:40Happy to talk about it. It was actually something initiated by Cogent. So we have had a peering relationship with NTT since 2000 and 1. They are the 4th largest network in the world. As we continue to gain market share in Asia, NTT refused to give us connectivity in Asia. Speaker 101:15:12We remain connected in the U. S. And in Europe. We had multiple conversations with NTT technical and management individuals and they basically said they did not welcome Cogent's entry into the Asian market and refused to add ports in Asia as our peering required. In retaliation, after multiple attempts to get them to connect even outside of the home market of Japan. Speaker 101:15:54We're willing to take Singapore, Australia, Taipei, Hong Kong, a number of other Asian locations being sensitive to the protection of their home market, they continue to refuse. So, as a result, we de peered them, but only in Europe. They do have a European business and they were forcing Asian traffic to trombone to the U. S. Basically, there's still connectivity. Speaker 101:16:26It was just customers had to go from Japan to LA and back. We kind of implemented a similar strategy in Europe. Their European customers have to come to D. C. Or New York and back to Europe. Speaker 101:16:45I know it sounds almost childish and it's a tit for tat, but unfortunately, there are still bad actors in the world who don't embrace net neutrality. Now I'll expand one point further. We have a similar situation with Deutsche Telecom, which has been public, And they continue to expand capacity in Asia, but refused to expand in Europe. So they'll expand connectivity in the U. S. Speaker 101:17:15Or in Asia, but they want to protect their German market. So while they may meet the 4 quarters of a net neutrality order in their country, they are absolutely violating the spirit. And it's actually somewhat encouraging that the FCC may finally codify this in a way to stop people from playing these games. Speaker 301:17:45Okay. I'll stop there. Thank you, Dave. Thank you, Tim. Thanks, Nick. Operator01:17:51Your next question comes from Tim Horan with Oppenheimer. Please go ahead. Speaker 801:17:57Thanks guys. So Dave, if AWS is 12 times the price, I mean, why wouldn't you increase your prices like Geno 6x? I mean, where are Speaker 201:18:06customers going to go? Do you Speaker 801:18:08think you would lose those customers? And if I do the math, if you have a 6x price increase, that's obviously $40,000,000 goes to $240,000,000 of free cash flow. What's preventing that? Thanks. Speaker 101:18:19Yes. So first of all, we didn't have AWS as a benchmark with the pricing umbrella in 2015 when we started leasing addresses. And we have never changed our pricing on addresses, while our bandwidth pricing has declined at 23% a year during that same period. Second point is, you are absolutely correct in your statement that customers probably are pretty sticky. The expense is small and the labor involved in renumbering is pretty significant. Speaker 101:19:05Amazon doesn't disclose its numbers from this particular product, so I can't tell exactly how successful they are. What I do know is that their inventory of address, which have been acquired, they were not organic to Amazon, is about comparable in size to Cogent. Actually, both Microsoft and Amazon have been serial buyers for the past decade and each have address inventories about equivalent to Cogent. We are evaluating should we do something that is quite honestly foreign to our thought process and raise prices. We're conscious of that. Speaker 101:19:52And we are going to evaluate over the next few months what are the best ways to maximize the value of these addresses and whether that includes securitization, that includes raising prices or it includes the ability to sell address. We're evaluating all of those opportunities. And we understand we were lucky that we just have a big asset that turned out to be valuable. Like I explained to 1 investor, it's kind of like Bitcoin with a purpose. So it's sometimes better to be lucky than smart. Speaker 201:20:37Well, I guess, Dave, related Speaker 801:20:38to this, what everyone's a bit frustrated about is the complexity in the accounting. Can you just give us a sense of what the adjusted EBITDA should look like in 2024? Is the 110 a good run rate? I mean, I know there's a 1,000,000 moving parts. And if you can't talk about that, maybe the $220,000,000 in expense savings, how much how does that kind of pace out over the next 3 years? Speaker 801:21:02Or any more color would be helpful. Speaker 101:21:04Yes. I'll try to touch on both of them. So the first point is we have been very clear that there is going to be a step down in the cash payments that we receive from T Mobile 1 year from closing, so May of 24. That will impact our EBITDA as reported. Secondly, we are continuing to achieve those cost synergies. Speaker 101:21:38Those cost synergies, unfortunately, are limited by some are limited by some of the contractual obligations that we assumed when we bought this business from T Mobile. And again, these were all things that were considered in the negotiation in the purchase price. Even back to the IP addresses, T Mobile sold 2,000,000 addresses prior to closing. It was fully disclosed to us and they recorded 100 and $20,000,000 gain from that sale. Quite honestly, they could have chosen to keep more addresses and sell them and then the subsidy check they would have had to write would have been larger. Speaker 101:22:28So it's not like these are surprises. They were all thought about in the negotiations. In terms of EBITDA, you should think about the current run rate is about correct for the next couple of quarters, then it will step down when those payments come down from T Mobile and then gradually increase as those cost savings are achieved. What we have said publicly and we are absolutely reaffirming is that within 5 years of closing, the company will do at least $1,500,000,000 of revenue and have at least $500,000,000 of EBITDA. The $133,000,000 that we did last quarter and $110,000,000 this quarter kind of says we're already off pace for that. Speaker 101:23:23The reality is EBITDA will go down and then come back up. And I understand it's complicated accounting and I also understand it's hard to build a model that goes up and down. We're trying to be as transparent as possible without giving the exact guidance on that to add. Speaker 201:23:43Yes. The payments are fixed per month. So we know it's $29,200,000 per month for a year and then $8,300,000 for the remaining term. So and the step down will occur in May. I would say that the SG and A cost run rate that we had in the Q4, which was about 30%, will be less in the Q1 and we should think about an SG and A as a percentage of revenues I mentioned earlier of about 27%. Speaker 801:24:14And then network operating expenses, what percent should that be roughly? Speaker 201:24:19That will be relatively flat. Speaker 101:24:23May come down slightly as we have. Speaker 201:24:24We'll have some experience savings, additional savings from circuits and from facilities. Speaker 801:24:31So it should come down slightly from the 64% this quarter? Speaker 201:24:35Yes. Now it's going to go up from additional on net sales, but net net it should decline, yes. Speaker 301:24:41Thank you. Speaker 201:24:43I should say off net sales. Speaker 101:24:44Off net, yes. Thanks, Tim. Operator01:24:48Your next question comes from Michael Rollins with Citi. Please go ahead. Speaker 701:24:53Thanks. Good morning. A few questions. Just a quick one on the IP addresses. Can you remind us what the addressable market for that is and just your share of that market? Speaker 101:25:08Yes, sure. So when the Internet was conceived, there were a numbering scheme and they chose IPV4, which is 2 to the 64th power. That is approximately 4,300,000,000 addresses. Those addresses were initially allocated by the Department of Commerce, then allocated by IANA as a contractor for the Department of Commerce. And then subsequently those allocations were delegated to 5 regional registries around the world. Speaker 101:25:50The U. S. Government held back addresses for its own purposes, primarily DoD. So there's been about 3,500,000,000 usable address. The registries began to run out of addresses in 2011. Speaker 101:26:13A market for those addresses developed and prices to buy an address at that time were about $4 In the intervening decade or 13 years, that price has gone from $4 to $55 All of the registries ran out of addresses by 2018 and there are no more addresses to get. Now there has been a movement to migrate to IPv6, which is 2 to the 100 and 28th power number of addresses. So basically the square of $4,300,000,000 a very, very large number. But there have been many challenges in doing that, including literally 1,000,000,000,000 of dollars of capital that will be necessary to replace equipment to support that. So, IPv6 still has a relatively small presence on the Internet, about 7% of traffic. Speaker 101:27:18So, the market is anybody who needs those addresses and wants to reach the whole Internet. There are multiple workaround schemes, but those schemes are not easily implemented and are not as easily managed as just renting or buying IPv4. So I think for the foreseeable future, the world will run on V4. There'll be limited supply. And as a result, people will either lease or buy these to fill their needs. Speaker 701:27:57Thanks. And then just a question on the business. The sales productivity looked like it's Speaker 301:28:03a bit Speaker 701:28:04on kind of a flat FTE count. Can you unpack what's happening in terms of sales productivity, where there might be pluses in performance and where there might be some minuses in performance? Speaker 101:28:17Yes. I mean, I would say the biggest drag on productivity, and I'm not trying to call out specific names, but have been employees that came over from Sprint. As part of our contractual obligation, we had to guarantee their quota for a full year from closing. That's very different than the way a organically higher Cogent salesperson would be comped. And their productivity has been a significant drag. Speaker 101:28:51Now there's only a dozen of them left focused on enterprise accounts, but we have transferred those reps into corporate and eccentric roles, but their productivity remains depressed. The second factor that has drawn down productivity has been the rapid expansion of the sales force coming out of the pandemic. Normally, pre pandemic, we were growing at about 7% a year and absorbing those people and training them. And reality is while they have 3 months to become a full time equivalent, it takes really a year to be fully productive. Last year, we grew the sales force 20% year over year. Speaker 101:29:44So almost 3 times faster than we normally grow the sales force. So that's been a second drag on those numbers. I think we will see some additional turnover and hopefully, we'll see productivity start to improve. Speaker 701:30:07Thanks very much. Speaker 101:30:08Hey, thanks, Mike. Operator01:30:17Your next question comes from Bora Lee with RBC Capital Markets. Please go ahead. Speaker 601:30:25Good morning. One bit of housekeeping first. There was a step down in G and A during the quarter relative to 3Q while CapEx increased. Was that related to some of the reclass activities? And is that quarter number of the jumping off point go forward? Speaker 601:30:42Or is there something else we should be thinking about? Speaker 201:30:46More of the reclass occurred in the Q4 versus the Q3. Really the impact on the run rate in the Q3 predominantly had to do with the impact on COGS from the lease accounting. Speaker 601:31:04Okay. So, sorry. So the D and A step down in the Q4 was related to? Speaker 201:31:15SG and A in the 4th quarter has increased from the Q3. I tried to recognize Speaker 401:31:22all that. Speaker 201:31:24Yes, SG and A. SG and A. Yes. Speaker 101:31:27Okay. So the right way to think about Bora is just about 27% of revenues going forward. I think these moving pieces of reclass are hopefully behind us and that we've got everything into Cogent systems. They're all been audited by Ernst and Young and comply with all of the GAAP requirements and critical accounting matters for lease accounting. So I think we're in pretty good shape. Speaker 101:32:01We are. Speaker 601:32:03Okay. And as you're exploring out the Sprint spaces, is there sorry, were you saying something? Speaker 101:32:11No, no, go ahead. Go ahead, Bar. Speaker 601:32:14Great. As you're clearing out the Sprint spaces, is there an opportunity to self promote that old equipment and is that meaningful or just sort of a task that needs to be done? Speaker 101:32:27It's definitely a task that needs to be done. It does not have a meaningful salvage value. Most of this equipment has been not manufactured for 15 plus years. There is a de minimis amount of scrap value for copper in the equipment. There is some equipment that has been sold to 3rd party brokers, but there's also a work effort associated with taking those 22,500 racks of dead equipment out. Speaker 101:33:05Net net, this is not going to be a significant either cost or a significant revenue opportunity for us. The better opportunity is going to be as we depopulate these facilities of this dead equipment and convert them to Cogent data centers, those 68 facilities and the 157 megawatts that we have now that are less than 30% utilized become a significant opportunity, particularly as there is a short term crunch for power and space for data centers driven by AI, we are in the process of looking at multiple ways to fill that space up more quickly. Speaker 601:34:06And I guess lastly for me, recognizing that it's still early days, do you have any quantitative or qualitative color on the extent to which there has been actual cross selling or cross interest across the legacy Cogent and Sprint customer bases? Speaker 101:34:23So I will say I'll start with wavelengths. The majority of the wavelengths in that funnel and the wavelengths that we have sold are to customers that Cogent already had relationship with. There are a handful of cases where there are a customer that Cogent had not worked with previously, But the vast majority of those 2,300 orders in the funnel and those that have been installed, the 667 have come from people that Cogent had a relationship with. The second thing is the Sprint Enterprise base has been receptive to our on net footprint, our global reach and our ability to modernize their VPN technologies. We actually saw very modest, but a very slight uptick sequentially in the number of enterprise connections. Speaker 101:35:33And remember, this is with a much smaller sales force focusing on those customers. So I think there is going to be the ability to help modernize some of those enterprise customers. So I think there'll be cross selling opportunities in both directions. Speaker 601:35:52Great. Thank you. Speaker 101:35:54Hey, thanks, Bill. Operator01:35:57Your final question comes from Brandon Nispel with KeyBanc Capital Markets. Please go ahead. Speaker 201:36:04Hi, guys. It's Evan on for Brandon. The backlog you guys talked about for Wavelengths, you were saying it's growing and outpacing the provisioning you're able to do on your facilities. Do you think you'll be able to get through that 2,300 order backlog by the end of the year? Or are you finding any customers finding alternative solutions because of the backlog? Speaker 201:36:35Thanks. Speaker 101:36:37So Evan, I think 2 different things will happen. We will provision most of those orders, but there will be some customers who cannot wait. We are trying to be very transparent with customers and it's a site by site discussion on what that provisioning window will look like. We know that with the network reconfigurations that we have going on, we'll have more than double the number of sites and a standardized provisioning window by year end. But in the intervening time, if a customer needs to go somewhere else and we can't provision, we are going to let them out of that obligation. Speaker 101:37:25I mean, it's if we want to do business with them going forward, we need to understand that this is a cogent problem and not the customer's problem. Conversely, as we continue to build credibility with customers and we get more sites enabled and shorter provisioning windows, we actually anticipate the pace of that funnel building actually accelerating. In the last quarter, it took us basically 5 months from closing to build a funnel of 1,000. In the last quarter, we got that up to $2,300 And yes, there have been some fallout, but the net number grew. And I think that will continue to grow. Speaker 101:38:17As I stated earlier, over the long run, I think it's not healthy to talk about funnels, but installed revenue. But until we get the network configured correctly and get enough sites where we can provision in a expeditious manner of couple of weeks, we have to give both customers and investors an understanding of what the backlog looks like. Thanks. Speaker 701:38:49Great. Thanks, guys. Operator01:38:53This will conclude our question and answer session. I will now turn the call back over to Dave Schaeffer for closing remarks. Speaker 101:39:00Hey, thank you very much. I know again it was a long call, but there are a lot of pieces of information. We are definitely trying to be wholesome and transparent in what we are reporting. Thank you all very much and we'll talk soon. Take care. Speaker 101:39:20Bye bye. Operator01:39:22This concludes today's conference. Thank you for your participation. 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There are 9 speakers on the call. Operator00:00:00Good morning, and welcome to the Cogent Communications Holdings 4th Quarter and Full Year 2023 Earnings Conference Call. As a reminder, this conference call is being recorded and it will be available for replay at www.cogentco.com. A transcript of this conference call will be posted on Cogent's website when it becomes available. Cogent's summary of financial and operational results attached to its press release can be downloaded from the Cogent website. I would now like to turn the call over to Mr. Operator00:00:31Dave Schaeffer, Chairman and Chief Executive Officer of Cogent Communications Holdings. Speaker 100:00:37Yes. Hi. Good morning. Welcome to our earnings call for the Q4 of 2023 and full year 2023. I'm David Schafer, Cogent's Chief Executive Officer. Speaker 100:00:51With me on this morning's call is Tad Weed, our Chief Financial Officer. Hopefully, we've had a chance to review our earnings press release. Our press release includes a number of historical metrics that we present on a consistent basis each and every quarter. Now for a quick summary of our results. We closed the acquisition of the Sprint business on May 1, 2023. Speaker 100:01:18This transaction significantly expanded our network, our customer base and materially increased the scope and scale of our business. Our annualized revenue run rates are now in excess of $1,000,000,000 We acquired a large number of enterprise customer relationships. These customers are typically larger than our Cogent legacy corporate customer base. We also acquired a significant network comprised of owned fiber and owned facilities, many of which are being converted to data centers. We acquired a network with an appraised value substantially above $1,000,000,000 for $1 We are repurposing the acquired fiber network to be optimized for the sale of wavelength services. Speaker 100:02:14We received a total of $700,000,000 over time from T Mobile to offset the operating losses of serving enterprise customers. Dollars 350,000,000 of these payments will be made in the 1st year at $29,200,000 per month. And then $350,000,000 of payments will be spread out over the next 42 months of $8,300,000 per month. We remain optimistic about the cash flow capabilities of our combined operations. Our recent results show that we have achieved immediate and substantial savings in multiple areas, many of which have exceeded our initial expectations. Speaker 100:03:06We anticipate additional cost savings from our current run rates. Our combined Cogent business had a very good quarter and a very good year. Our total revenues for the quarter were $272,100,000 dollars 940,900,000 for full year 2023. Our EBITDA as adjusted for the quarter was $110,500,000 and for the full year was $352,500,000 in 2023. Our EBITDA as adjusted margin was 40.6 percent for the quarter and 37 point 5% for full year 2023. Speaker 100:04:00We received 3 payments totaling $87,500,000 from T Mobile this quarter and a total of 7 payments in 2023, totaling 204 $200,000 Our gross total debt trailing 12 month EBITDA is adjusted and our net debt ratio significantly improved in the quarter. Our gross debt to trailing 12 months EBITDA as adjusted ratio was 4.07@yearend and our net debt ratio was 3.75, a substantial improvement from the 4.23 times in the last quarter. Our network traffic increased sequentially by 7% and was up 22% year over year. We have a number of areas in which we expect to continue to execute on cost savings. We are in the process of realizing savings and synergies over a 3 year period that will result in an annualized savings of $220,000,000 We anticipate achieving additional SG and A savings and other cost and revenue synergies over this over the next several years, hopefully exceeding that 2 $20,000,000 target. Speaker 100:05:38Our recent progress in achieving these savings is very encouraging, and we do intend to surpass the targets that we have laid out. Our sales force productivity last quarter was 3 point 6 units installed per rep and 3.3 units per full time equivalent this quarter. Our sales rep productivity has been substantially impacted by the enterprise customer reps that joined us from the Sprint business. These new enterprise reps are continuing to receive training on Cogent sales processes and have not yet reached their full productivity. Now for the size and scope of our sales force, in connection with the Sprint acquisition, we hired a total of 942 employees. Speaker 100:06:39As of today, 742 of these employees remain employed with Cogent. During the quarter, our total sales rep count increased by 20 or approximately a 3% sequential increase. For full year 2023, our total sales reps increased by 109 or a 20% increase, substantially ahead of our normal rate of sales worth growth, catching up for some of the slower growth that occurred throughout the pandemic years. We ended the year with 657 sales reps, of which 620 were counted as full time equivalents. Now for some comments on our wavelength and optical transport services. Speaker 100:07:36In connection with our acquisition of Sprint business, we are expanding our product offering to include wavelengths optical transport over our newly acquired fiber optic network. We are selling these wavelength services to existing customers as well as customers acquired from Sprint. These customers require dedicated optical transport connectivity without the capital and ongoing expenses associated with operating their own network. We have sold Wavelengths to date in 65 locations. Many of these have shorter provisioning cycles. Speaker 100:08:19We have connectivity and capability to sell wavelengths today in an additional 285 locations with longer provisioning cycles. By year end 2024, we expect to be able to offer Waveline Services in 800 North American carrier neutral data center locations with substantially shorter provisioning times. Our footprint expanded materially with the acquisition of Sprint. We added 18,905 route miles of owned intercity fiber and 12,000 excuse me, 1257 route miles of owned metropolitan fiber to our network. We also added 11,400 route miles of inner city IRUed fiber and approximately 4,500 route miles of metropolitan IRU fiber to the Cogent network. Speaker 100:09:31We are in the process of rationalizing these acquired IRU Fiber Agreements as their contractual terms allow us to exit them. To date, we have also reconfigured 22 of the acquired Sprint facilities into data centers, and we added these new data centers to the 1558 carrier neutral data centers that we operate, bringing and brought the total of Cogent operated data centers to 77, which today have 157 megawatts of power. We are in the process of converting an additional 23 Sprint facilities into Cogent data centers and optimizing and rationalizing our data center footprint. During the quarter, we returned 46 $400,000 to our shareholders with our regular quarterly dividend. We paid 4 quarterly dividends in 2023 totaling 181 point $7,000,000 or $3.76 per share. Speaker 100:10:51We expect the tax treatment for these dividends are generally treated as completely return of capital. So therefore, 100% of those dividends will be treated on a tax deferred basis. Our Board of Directors, which continues to evaluate our growth and cash flow and the capabilities of our team to execute against our opportunities, inclusive of the Sprint acquisition, increased our quarterly dividend yet again by $0.01 a share sequentially, raising our quarterly dividend from $0.995 per share per quarter to $0.965 per share per quarter. This increase represents the 46th consecutive sequential increase in our quarterly dividend and a 4.3% annual growth rate in that dividend. Now for a couple of comments around our long term targets. Speaker 100:12:05Now that Cogent is fully integrated and combined with the Sprint business, we anticipate our long term average revenue growth to remain between 5% 7% annually, and we expect our EBITDA margins as adjusted to increase by approximately 100 basis points annually. This will be impacted in the short term by the step down in payments from T Mobile. Our revenue and EBITDA guidance targets are intended to be multi year goals and are not intended to be used as quarterly or annual specific targets. Our EBITDA as adjusted and leverage ratios are impacted by the $700,000,000 payment stream that we received from T Mobile. Beginning in May of 2024, these payments will step down from $29,200,000 per month to $8,300,000 a month and remain in place for the subsequent 42 months. Speaker 100:13:25The reductions will impact our future EBITDA as adjusted leverage ratios and will impact our ratios in the Q3 of 2024 on a trailing 12 month basis. Now I'd like to turn it over to Tad to read our Safe Harbor language and provide some additional details, And then I will jump back on to address some additional operating metrics. Speaker 200:13:58Thank you, Dave, and good morning, everyone. This earnings conference call includes forward looking statements. These forward looking statements are based upon our current intent, belief and expectations. These forward looking statements and all other statements that we made on this call that are not historical facts are subject to a number of risks and uncertainties and actual results may differ materially. Please refer to our SEC filings for more information on the factors that could cause actual results to differ. Speaker 200:14:27Cogent undertakes no obligation to update or revise our forward looking statements. If we use non GAAP financial measures during this call, you will find these reconciled to the corresponding GAAP measures in our earnings releases that are posted on our website at cogentco.com. So some comments on the accounting for the Sprint acquisition, which was very complex, frankly. In connection with our accounting for the acquisition, we recorded a total gain on bargain purchase for the year of 1,400,000,000 or almost $27 per share for the year. Included in that $1,400,000,000 gain is the discounted present value of the $700,000,000 IP transit services agreement with T Mobile. Speaker 200:15:15During the Q4 and in consultation with our auditors and valuation specialists, a big 4 accounting firm, we recorded both big 4 accounting firms, we recorded an additional intangible asset for $9,900,000 of IPV 4 Internet addresses that we acquired in the Sprint acquisition. These IPV 4 addresses have an indefinite useful life and are not being amortized. This asset was recorded at 458,000,000 dollars or an average of about $46 per address. Because of the novel nature of this asset and the fact that the transaction has already resulted in a material bargain purchase gain prior to recording this asset, We recorded the asset after consideration of the appropriate valuation approach. The net after tax impact of recording the IPV4 Internet addresses and other valuation adjustments that we made this quarter resulted in a net additional gain on the bargain purchase of $254,000,000 that we recorded in the 4th quarter. Speaker 200:16:32The acquired network including owned real estate assets, fiber routes, right of way agreements, network equipment and the IPV4 Internet addresses have been appraised by a big four accounting firm at a valuation total valuation of $1,400,000,000 The total fair value of the net assets acquired, so net of liabilities was $800,000,000 and including the net present value of the consideration to be paid to us by T Mobile of $600,000,000 while discounted value and the $458,000,000 of IP4 Internet addresses. Again, the total acquisition resulted in a $1,400,000,000 bargain purchase gain. These amounts are subject to additional adjustments through 1 year from the closing date, which will be May 1, 2024. Some comments on corporate and NetCentric revenue and customer connections. We analyze our revenues based upon network connection type, which is on net, off net, wavelength services and non core services. Speaker 200:17:45And we analyze our revenues based upon customer type and we classify all of our customers into 3 types, NetCentric, Corporate and Enterprise. Our corporate business continues to be influenced by real estate activity in central business districts. We continue to remain cautious in our outlook for our corporate revenues given the uncertain economic environment and other challenges from the lingering pandemic effects. Our corporate business was 46.5 percent of our revenues this quarter and our quarterly corporate revenue increased year over year by 47 0.6% to a total of $126,600,000 from the Q4 of last year and increased sequentially by 5.1%. For the full year 2023, corporate revenue increased by 29.5 percent to $443,700,000 We have 54,493 corporate customer connections on our network at year end. Speaker 200:18:53This represented a sequential decrease of 1% and a year over year increase of 21.5%. For the quarter, the sequential impact of USF taxes recorded as revenues on our corporate revenues was a positive $5,900,000 and a positive year over year quarterly impact of $16,300,000 For the full year, the positive USF impact was $34,800,000 dollars Some comments on the NetCentric business. Our NetCentric business continues to benefit from the continued growth in video traffic, streaming and wavelength sales. Our NetCentric business represented 34.2% of our revenues this quarter and declined sequentially by 1.9 percent to $93,100,000 and grew by 40.7% on a year over year basis. For the full year 2023, our NetCentric revenue increased by 33.7% to $343,600,000 We had 62,370 NetCentric customer connections on our network at year end. Speaker 200:20:11That was a slight sequential increase of 0.1% and a year over year increase of 20.7%. Comments on the Enterprise business. Our Enterprise business represented 19.2 percent of our revenues for the quarter and was 52,300,000 dollars We had 20,740 enterprise customer connections at the end of the year on our network. Our enterprise revenue decreased sequentially by $7,700,000 or by 12.8%. For the full year 2023, our enterprise business revenue was 16.3 percent of our revenues. Speaker 200:20:55Reminder, there was no enterprise revenue last year or $153,600,000 Lastly, on the Wavelength business. Our new Wavelength product represented 1.2% of our revenues this quarter and was $3,300,000 and we had a total of 667 connect wavelength connections on our network at year end. Revenue and customer connections by network type. Need to make some comments also on the billing transition that we went through in the Q4. In the Q4, we fully integrated our Sprint customers into our billing platform. Speaker 200:21:37All Cogent customers worldwide are now billed from 1 Cogent billing system. This transition delayed some customer payments from December into January since the former Sprint customers needed to update their systems to remit payments to our lockbox from the T Mobile lockbox. This increased our day sales to 37 at year end, which was a temporary increase. Additionally, once we provisioned every Sprint order into our billing system, we reclassified $1,000,000 of on net revenue and $400,000 of off net revenue from Q3 to non core revenue. We also reclassified 373 on net customer connections at the end of the 3rd quarter to 157 off net customer connections and 12 16 non core customer connections. Speaker 200:22:36This was to conform to our classification methodology as we were using the T Mobile billing system through October of 2023. These changes are reflected retroactively in our summary of financial and operational results tables that is included in our press release. On net revenue. Our on net revenue including Wavelength revenue was $141,200,000 for the quarter. That was a sequential increase of 6.9% and a year over year increase of 22.8%. Speaker 200:23:14For the full year 2023, Speaker 100:23:17our on Speaker 200:23:17net revenue increased by 14.5 percent to 500 and $18,600,000 Our on net customer connections were 88,733 at year end. We serve our on net customers in our 3,277 total on net multi tenant office and carrier neutral data center buildings. We continue to succeed in selling larger 100 gigabit connections and 400 gigabit connections in CaroNurture data centers and selling 10 gigabit connections in selected multi tenant office buildings. Selling these larger connections has the impact of increasing our year over year and sequentially on net ARPU. Our off net revenue was $123,700,000 for the quarter. Speaker 200:24:10That was a sequential decrease of 5.3% and a year over year increase of 235.4%. The sequential decline in our off net revenue was partially impacted by our migration, certain off net customers to on net. For full year 2023, our off net revenue increased by 169.2 percent to $393,500,000 Our off net customer connections were 36,895 at year end and we serve these off net customers in over 27,000 off net buildings. These off net buildings are primarily located in North America. Lastly, on non core revenues. Speaker 200:24:58Our non core revenue was $7,300,000 for the quarter. That was a sequential decrease of $5,600,000 or 43.5 percent due to our decision to end of life these non core products. Non core customer connections were 1975@yearend. Some statistics on pricing. Our average price per megabit for our installed base decreased sequentially by 7.1 percent to $0.28 but increased year over year by 4.9%. Speaker 200:25:32Our average price per megabit for our new customer contracts for the quarter was 0 point 10 dollars ARPU. Our on net ARPU increased sequentially and our off net ARPU decreased. However, our year over year on net and off net ARPUs increased primarily from the impact of the Sprint business and also selling larger connections. Our on net ARPU increased sequentially by 9.7% from 484 to 530. Year over year, our on net ARPU increased by 14.4% from 4.64 last year. Speaker 200:26:16Our off net ARPU decreased sequentially by 2.9% from 11.50 dollars to $11.17 Year over year, our off net ARPU increased by 22.2% from $9.14 last year. Our sequential churn rate for our on net and off net connections for the combined business improved. Our on net unit monthly churn rate was 1.2% for the quarter, which was a material improvement from 1.8% last quarter. Our off net unit monthly churn rate was 1.3% this quarter, an improvement from 1.5% last quarter. EBITDA and EBITDA margin. Speaker 200:27:04We reconcile our EBITDA to our cash flow from operations in each of our quarterly press releases. We incurred $17,000,000 of Sprint non capital acquisition costs this quarter compared to $400,000 last quarter. Included in that $17,000,000 of Sprint acquisition costs for the quarter are $16,200,000 of severance costs that we paid, but are fully reimbursed by T Mobile and have been fully reimbursed. Under U. S. Speaker 200:27:35GAAP, these costs need to be reported as SG and A post acquisition costs and correspondingly as a component of the bargain purchase gain, so no net P and L impact. And they are reflected as Sprint acquisition costs since they are directly tied to the acquisition, classified that way on our P and L. EBITDA as adjusted and EBITDA as adjusted margin. Our EBITDA as adjusted includes adjustments for Sprint acquisition costs and cash payments received under the $700,000,000 IP transit services agreement with T Mobile. We billed and collected $87,500,000 under that agreement this quarter. Speaker 200:28:21We billed $233,300,000 and collected $242,200,000 under that agreement for the full year 2023. All amounts billed under the IP Transit Services agreement have been paid to us on time. Our EBITDA as adjusted for Sprint acquisition costs and cash payments under the IP transit services agreement was $110,000,000 for the quarter and a 40.6% margin. Our EBITDA as adjusted was $352,500,000 for the full year and a 37.5% margin. Comments on foreign currency. Speaker 200:29:02Our revenue earned outside of the United States is reported in U. S. Dollars and was about 16% of our revenue this quarter and 18% for the year. About 10% of our revenues for the quarter were based in Europe and the remaining 6% outside of the U. S. Speaker 200:29:20Were related to Canada, Mexico, Oceanic, South American and African operations. The average USD to euro rate so far this quarter is $1.09 and the Canadian dollar average rate $0.75 And if those average rates remain at their current levels for the remainder of the Q1 of this year, we estimate that the FX conversion impact on our sequential quarterly revenues would be positive and about $500,000 and the same impact on a year over year basis. We believe that our revenue and customer base is not very highly concentrated even with the Sprint acquisition, including the impact of the customers acquired in the Sprint business, our top 25 customers represented 16% of our revenues this quarter and 15% for the year. CapEx, our quarterly CapEx was $43,600,000 this quarter and our CapEx was $129,600,000 for the year. We are continuing our network integration of the former Sprint network and legacy Cogent network to 1 unified network and converting Sprint switch sites into Cogent data centers. Speaker 200:30:37On finance leases and payments, our finance lease IRU obligations are for long term dark fiber leases and typically have initial terms of 15 to 20 years or longer and often include multiple renewal options after the initial term. Our total IRU finance lease obligations were 484.5 $1,000,000 at quarter end. We have a very diverse set of IRU suppliers and we have contracts with over 3 25 different dark fiber suppliers worldwide. Comments on cash and cash flow. At quarter end, our cash and cash equivalents and restricted cash was $113,800,000 Our $38,700,000 of restricted cash is directly tied to the estimated fair value of our interest rate swap agreement. Speaker 200:31:29Our operating cash flow results are materially impacted by the timing and amount of our payments under our transition services agreement with T Mobile and the presentation of payments under the $700,000,000 IP Transit Services dollars IP Transit Services Agreement. Payments under the IP Transit $700,000,000 agreement under U. S. GAAP are considered cash receipts from investing activities and not classified as operating activities. Our operating cash flow was a use of $32,500,000 for the quarter compared to $52,400,000 of a use last quarter. Speaker 200:32:07Our operating cash flow this quarter was impacted by the billing conversion and our operating cash flow was $33,600,000 for full year 2023. Our payments received under the IP transit agreement are recorded as cash provided by investing activities and were $87,500,000 last quarter, the same as this quarter and for the year $204,200,000 was collected. Our total gross debt at par including finance IRU lease obligations was $1,500,000,000 at year end and net debt was 1 point $4,000,000,000 Our total gross debt to last 12 months EBITDA as adjusted and our net debt ratios both significantly improved this quarter. Our total gross debt to last 12 months EBITDA as adjusted was 4.07 at year end and net debt was 3.75, an improvement of 4.23@theendofq3. This is compared to a gross debt and last 12 months EBITDA as adjusted ratio of 4.79 at the end of Q3 and again a net ratio of 4.23 last quarter. Speaker 200:33:23Our consolidated leverage ratio as calculated under our note indentures slightly different reduced to 3.67 from 4.57 last quarter and our secured leverage ratio is calculated under the note indentures reduced to 2.4 from 2.97 last quarter. Some comments related to our swap agreement. We are party to an interest rate swap agreement that modifies our fixed interest rate obligation associated with our $500,000,000 twenty 26 notes to a variable interest rate obligation based upon the secured overnight financing rate or SOFR for the remaining term of those notes. We recorded the estimated fair value of the swap agreement each reporting period and incur corresponding non cash gains and losses due to the changes in market interest rates, our interest expense and operating cash flow for the full year 2023 was impacted by $21,500,000 of interest expense paid in May November associated with the swap agreement. And that was compared to $2,100,000 last year. Speaker 200:34:36The fair value of our swap agreement decreased by $17,700,000 from last quarter to $38,700,000 We are required to maintain restricted cash balance with the counterparty equal to the liability. Our days sales outstanding or DSO, I mentioned earlier, was significantly impacted by the billing conversion. Our DSO for worldwide accounts receivable was 37 days versus 27 last quarter, our DSOs after year end have reverted back to historical norms. Our bad debt expense was $1,900,000 0.7 percent of our revenues for the quarter that was also impacted by the billing conversion. Our bad debt expense was $8,600,000 0.9 percent of our revenues for the year. Speaker 200:35:27Finally, I want to thank and recognize our worldwide billing and collection team members for managing this billing conversion from the legacy T Mobile Sprint billing platform to our Cogent billing engine. This was a tremendous operational achievement and we completed this in only 6 months from the acquisition date. All customers were billed worldwide from the Cogent billing system starting in November of 2023. I will now turn the call back over to Dave. Speaker 100:35:57Hey, thanks, Chad. I'd like to highlight a couple of the strengths of our network, our customer base and sales force. We continue to experience significant traffic growth in our NetCentric business. We continue to be beneficiaries of increased over the top video and streaming, particularly in international markets. At quarter's end, we ended with 15 58 carrier neutral data centers and 68 cogent data centers directly connected to our network. Speaker 100:36:39That total of 1626 data centers is more than any other carrier globally as measured by independent third party research. The breadth of this coverage allows us to serve the NetCentric market, better allowing our customers to optimize their networks for reduced latency. We expect to continue to widen this lead in the market as we project adding over an additional 100 carrier neutral data centers to our network per year for the next several years. We also expect to continue to convert Sprint facilities into Cogent data centers. 23 of these facilities are in process of being converted. Speaker 100:37:31To date, we have completed the conversion of 22 of the facilities into Cogent data centers. As of today, we are selling Wavelength services in 65 carrier neutral data centers. With expanded provisioning cycles, we can also sell wavelengths and an additional 285 carrier neutral data centers or a total of 3.60 facilities across North America. We are generating $3,300,000 of revenue from Wavelength sales in the previous quarter was 667 discrete installed Wavelengths. We have a significant funnel of wavelength orders in the pipeline. Speaker 100:38:28Today, we have a combination of orders signed as well as in our sales funnel of over 2,300 orders. Our network traffic continues to increase. It increased 7% sequentially and 22% year over year. At quarter end, we directly connected to 7,98 networks. This collection of ISPs, telephone companies, cable companies, mobile operators and other carriers allow us to directly reach the vast majority of the world's broadband subscribers and mobile phone users. Speaker 100:39:15At quarter's end, we had a sales force of 271 NetCentric reps focused on this market. That was in addition to the 374 reps that we have focused on our corporate segment and 12 sales reps focused on our enterprise market. The corporate trends that we are seeing are positive, but have still been impacted by the pandemic. Our corporate customers are continuing to integrate new applications, which have become part of their normal workload, including the extended use of video conferencing. This usage requires high speed, high capacity connections, both inside and outside of their premises. Speaker 100:40:17Our enterprise customers continue to focus on dedicated Internet access and VPN services, inclusive of the older MPLS technology to manage their networks. We remain focused on improving our sales force efficacy through training and managing out underperforming sales reps. Our sales force turnover rate did improve substantially in the quarter to 4.1% per month for the quarter, down from a peak of 8.7 reps per month at the height of the pandemic and much better than our average historical number of 5.6%. We are continuing to train reps who joined Cogent from the Sprint business. We remain optimistic about our unique position in serving the market, particularly around our corporate footprint and central business districts, where we have over 1,000,000,000 square feet of rentable office space and 18 62 multi tenant buildings on net. Speaker 100:41:43We're excited about our large enterprise customer base as this provides us a new targeted market. And our wavelength opportunity is just beginning to unfold as we continue to repurpose the Sprint network and optimize it for the delivery of Wavelength services. As mentioned earlier, we can serve customers in 65 locations today where we are delivering waves. We have another 285 locations that are enabled for service with longer provisioning windows. That's significant backlog and funnel of approximately 2,300 Wavelength Opportunities gives us a great deal of confidence that as we continue to modify and enhance the Sprint network to provision wavelengths, we will be able to convert these on a much more expeditious schedule and by year end hope to mirror the provisioning windows that we have experienced in our NetCentric transit services. Speaker 100:43:05The key indicators of office activity, workplace reentry and leasing activity remain substantially below pre pandemic levels. However, many tenants are returning to their offices and leasing activity appears to beginning to improve. We are diligently working to continue to integrate all of the Sprint assets and customers into our systems, our processes and one unified network. This will allow us to continue to improve our cash flow generation. Over the next 3 years, we anticipate an annual savings due to multiple synergies of over $220,000,000 a year. Speaker 100:44:02With that, I'd like to open the call now for questions. Operator00:44:08Thank you. Your first question comes from Anton Renard with Cowen. Please go ahead. Speaker 100:44:23Hi. Thanks for Speaker 300:44:24getting me on the call. This is Anton filling in for Greg Williams at TD Cowen. I saw that CapEx came in a little bit higher at $43,000,000 How should we think about CapEx just going forward and the outlook there? Thanks. Speaker 100:44:41Yes, sure, Anton. Thanks for the question. As we outlined, the CapEx that we expect to spend on a going forward basis should be about $100,000,000 a year. We also indicated at the time we announced the acquisition of the Sprint network that there would be about a $50,000,000 one time set of expenditures. We were about 60% of the way through that extraordinary $50,000,000 That was the reason why our CapEx came in at approximately $130,000,000 last year. Speaker 100:45:26And thinking about the capital required to run the combined business, there are really 3 categories. There is the maintenance capital required to run the legacy Cogent network and its associated IP and VPN business, which is about $35,000,000 a year. There was approximately $30,000,000 a year in continuing capital expenditures on the acquired Sprint network. We are continuing to spend that capital. However, we are repurposing those expenditures to primarily focus on the wavelength opportunity. Speaker 100:46:18And then 3rd, we are expecting to be able to additionally be able to use capital to expand the footprint. We spend about $30,000,000 a year in footprint expansion. The final point I'd like to make is, in thinking about our capital, you really need to look at the combination of what is reported as capital as well as the principal payments on capital leases. And in fact, sequentially from the Q3 to the Q4, those principal payments on capital leases declined materially from $41,300,000 to 18,800,000 I think you should think about these as pretty good run rates going forward. So probably in the order of about $80,000,000 a year for the next several years on principal payments on capital leases and then on addition to that about $100,000,000 in CapEx. Speaker 300:47:36Got it. Thank you. Speaker 100:47:37Hey, thanks. Operator00:47:40Your next question comes from Alex Waters with Bank of America. Please go ahead. Speaker 400:47:46Hey, Dave. Thanks so much for taking the question. Maybe just first on Wavelengths. Can we maybe just talk a little bit about the rationale of no longer stripping out wavelengths in the press release? And then secondly, on that, just heading into 2024, I think last quarter you noted that we should probably be around the $20,000,000 range a quarter by mid year for wavelengths. Speaker 400:48:08Can we just talk about that ramp as we get there? And then just on SG and A, can we just talk about the uptick quarter over quarter? And then how we should think about kind of SG and A going into 2024? Thanks. Speaker 100:48:22Yes, sure. So the decision on just not including it in the press release was so we would have a more fulsome opportunity to discuss it in the prepared remarks as we did. We I think it is important to be able to disclose both the revenue run rate, which was $3,300,000 up sequentially and the unit count, which was 667. We are still hampered by the number of sites that we can provision. The backlog has more than doubled sequentially in the quarter. Speaker 100:49:05So on the Q3 earnings call, our backlog was approximately 1,000 orders in the sales funnel and provisioning funnel. That number is up to approximately 2,300. We actually anticipate based on information from the sales force and our conversations with customers that we're going to continue to see an acceleration in the order volume. We are frustrated by the amount of time it's taken to wave enable sites. We are still confident by year end that we will be able to have 800 sites that can provision waves with a kind of 2 week average provisioning window. Speaker 100:50:02We are definitely not there today. As a result, we will probably not be on a run rate by mid year of $20,000,000 of installed business. I think we will have a funnel that will demonstrate that, But the sheer number of sites that need to be touched and the number of steps that have to be done to convert the former Sprint voice network into a wavelength optimized network is a very daunting task. We are progressing well. There are over 1,000 of our 2,000 employees who are almost completely full time focused on this effort. Speaker 100:50:52We absolutely will meet the year end targets, but I think by mid year, the funnel will demonstrate that run rate, but it probably will not be provisioned due to these extended provisioning windows in those 285 sites. And I'll let Tad jump into the SG and A numbers. Speaker 200:51:14Sure. So I think the best way to look at our cost run rate is to look at the combined COGS and SG and A together. We had some classification adjustments we needed to make in the quarter and for the year. Result of that is for a period of time, T Mobile was paying our bills for us. So we were getting that information and having to classify it according to what came in. Speaker 200:51:43The takeaway is for the Q3, the combined cost of goods sold and SG and A rate was about 2 $31,000,000 There was a benefit in that quarter of about $8,500,000 for the change in accounting for a capital lease. So adjusted for that, it's about $240,000,000 for the quarter. The combined for this quarter is about $249,000,000 Now we had a couple of increases that are not going to reoccur. Our USF, as we mentioned on the call, increased by $6,000,000 We had a bad debt that we needed to record since it's based on the relationship of cash receipts to billing and because of the billing delay that went up and that was about $2,000,000 And then we have year end audit adjustments and also bonuses to employees combined of about $2,000,000 So you're comparing an adjusted $240,000,000 combined COGS in SG and A for Q3 to about $239,000,000 in this quarter. So it did slightly improve. Speaker 200:52:50I know that's a little complex and I think the other way to look at SG and A on a going forward basis is about 27% of revenue. Hopefully that helps. Speaker 400:53:04Thank you very much. Operator00:53:08Your next question comes from Walter Piecyk with Lightheaded Ventures. Please go ahead. Speaker 500:53:16Thanks for the detail. That was to be my question. I assume that there was some reversal of reversals, but USF revenue as well, right? So the expense goes up and down. Speaker 200:53:26That is correct, Paul. $5,800,000 sequentially. Speaker 500:53:31So let's look at this a different way. Let's take the $110,000,000 reported minus the $87,500,000 that gets you to $23,000,000 which was down 50% sequentially. And do whatever comparisons you want year over year. Like you basically just said that's the new run rate, maybe less $240,000,000 versus $240,000,000 like less 9,000,000 Speaker 100:53:56dollars So Speaker 500:53:57the run rate is $30,000,000 of EBITDA for the legacy business when you exclude the TSA payments, which we all know have a finite end. Speaker 100:54:08So, Walt, your arithmetic is a bit flawed in this case, because what you're doing is counting the expenses that we acquired in acquiring the Sprint Enterprise base, but then excluding from that the subsidy payments that T Mobile contractually substantial improvements by reducing headcount, by exiting uneconomic agreements and by moving customers from off net to on net. As we had described, it would take us 3 years to do that and we would achieve approximately $220,000,000 in annualized savings. We actually are running ahead of that. The T Mobile payments and their pacing were based on negotiations between the parties and the contractual schedules that were expenses that we knew we would exit, but maybe could not exit immediately. So I actually think to calculate EBITDA, you have to use both the expenses and the monies coming in, which Speaker 500:55:45That's not true. That's not flawed at all, because you're I fully appreciate the synergies that will be achieved in 3 years, but that's 3 years from now. You don't get the synergies today. And we're trying to figure out obviously a baseline to your EBITDA and then you will achieve synergies, which will give you full credit for over 3 years. And to say that you're ahead of schedule in the 2 20, but the baseline EBITDA is only 30, that's not necessarily a positive, right? Speaker 500:56:17You'd want to say we've got more synergies ahead of us to achieve off of that baseline as opposed to less. So I don't see how my math is flawed. I fully understand how synergies are achieved over time. I'm just saying that this is the baseline EBITDA today. Speaker 100:56:35So first of all, we have begun achieving those synergies to date. Many of those synergies have contractual counterparty obligations that roll off between now and the end of 2026 as we have been very clear Speaker 500:56:53in the range. Which is in everyone's estimates, but that has nothing to do with today's EBITDA. Speaker 100:56:59But at that Speaker 500:57:01Everyone knows that those expenses fall off. Speaker 100:57:05Right. But to cover those expenses, we have a stream of payments that are contractually obligated to be paid by T Mobile to us. And looking at EBITDA, you need to include those T Mobile expenses. Tad pointed out, for example, the $16,200,000 in severance reimbursement that we got in the quarter is not in your EBITDA number, but it was a cash payment to us from T Mobile. We're trying to be as transparent and granular as we can possibly be. Speaker 100:57:45But the Speaker 500:57:46I think it would be helpful then if you're trying to be transparent to put all of this information in the press release rather than having people feverishly write down the data on I know you said earlier, you just said you want to have a robust prepared comments, but that's not helpful in the spirit of transparency as opposed to putting the numbers in print in the press release when the quarter is released. Reporting Speaker 100:58:17reporting in the press release, Walt, compared to other public companies, I'm going to differ with you. I think we are very granular. The only comment that I made is I wanted the opportunity to describe the Wavelength funnel and our frustration in that we're only selling Wavelengths in 65 locations today, while we have orders in hundreds of other locations that we are rapidly enabling to be able to support those wavelengths. But again, to your EBITDA number, and we can take this offline. I'm happy to do a follow-up with you. Speaker 100:58:59I think you can read the K, you can look the detail. We're about as granular as possible. Speaker 500:59:04We read it all. We read it all. But we are not. Let me last question, Dave. Let's focus on revenue. Speaker 500:59:11Corporate revenue on the positive side, although again, there's numbers that we don't get like in Sprint non core. It looks like at least it's not declining anymore. Can you give us a I can't even strip through all these numbers since there's stuff that's not reported, but what is this what do you think the sequential growth is in your legacy corporate revenue, excluding the excise taxes and everything else? The corporate Speaker 200:59:34numbers that are provided in the press release for the quarter corporate revenue, 126.6 Speaker 500:59:42percent. Right. But that includes $20,000,000 of equity taxes. Let me Speaker 100:59:48finish. Speaker 200:59:51Last quarter, $120,500,000 that's an increase of $6,200,000 in that increase is $5,800,000 of USF. So there was a net increase of about $300,000 sequentially if you adjust for USF. Speaker 101:00:05Well, and the reality Speaker 501:00:06is some There's also in that number. Also is in that number is Sprint corporate non core, which is not broken out and that number can go up and down. Speaker 101:00:15So total non core declined from $12,000,000 to $7,000,000 It declined by $5,500,000 dollars It actually declined by more than that, as we pointed out, because when we converted customers from the Sprint billing platform that T Mobile was operating ours, there was another $1,400,000 of revenue that really was non core, but not designated with product codes that would represent non core under T Mobile's billing. So the $5,500,000 sequential decline in non core is actually understated Speaker 301:01:05by $1,400,000 Speaker 101:01:07So at the end of the day, we're not moving around, Walt. We're trying to get everything into a consistent way. So quarter over quarter, you can look at the non core, it's not going to go back up, it's going to continue to go down. And the fact that it went from $12,500,000 to $7,500,000 with a $1,400,000 Speaker 601:01:31add back Speaker 101:01:32is to me very positive in terms of Speaker 501:01:37I would say it wasn't. I'm just trying to set a number because I was saying that it looks like you inverted positive this quarter. I just wanted to affirm that because of these multiple moving pieces and getting to what was a very predictable number prior to all of this mess with Sprint. So I assume that that's positive now, which is an inversion. And I assume that you're so I assume you're expecting that to continue positive going forward. Speaker 501:02:03And if you want to talk about the dynamics of the corporate market, please do. Speaker 101:02:09Well, you are correct. Our corporate business net of USF did grow sequentially. It is continuing to grow. The pace at that growth is not at pre pandemic levels, but we are seeing sequential improvements. Speaker 501:02:35Perfect. Thank you very much. Speaker 101:02:37Thanks, Walt. Thank you, Walt. Operator01:02:41Your next question comes from Nick Del Deo with MoffettNathanson. Please go ahead. Speaker 301:02:48Hey, good morning, guys. Number of questions. I guess, I'm Speaker 101:02:52still a little confused Speaker 301:02:54on the cost and EBITDA trajectory. Maybe to ask it slightly different way, last quarter, your EBITDA, including the T Mobile payments, excluding integration costs was $131,000,000 This quarter was $110,000,000 or $111,000,000 So call it a $20,000,000 sequential decline in EBITDA. And, Chad, I know you called out the higher bad debt for a couple of $1,000,000 year end audit bonus for a couple of $1,000,000 in Q4. I guess anything else worth calling out to help explain that $20,000,000 delta? Speaker 201:03:30Yes. Last quarter, we had the benefit of the lease accounting, which I said was $8,400,000 So that's a different to that. And then also the USF impact. Speaker 101:03:45Which was $5,000,000 and then the bad debt. So those were And you've Speaker 201:03:48got year end bad debt audit bonus accruals that thing that those all combined are close to 5,000,000 Speaker 701:03:57dollars Okay. Speaker 301:03:58Just I can so maybe I'll drill down on 2. Speaker 201:04:00Really the costs comparable, it's about $240,000,000 versus 239, and that's COGS and SG and A combined. Now revenue did decline, so that's really the pure as adjusted EBITDA. $3,000,000 less because the cash payments were the same, dollars $175,000,000 So the SG and A run rate, forget three classes and other things and year end adjustments should be about 27% of revenues for a modeling purpose going forward. Okay. Just to Close to 30 at for this quarter. Speaker 301:04:38Okay. Just to clarify 2 things. So the USF for 5 you called out, again, isn't USF just a pass through with no profit impact? Speaker 201:04:47Yes, it is. But when you're reconciling those lines, you need to Speaker 301:05:00maybe I'm thinking of something different. You had the $12,000,000 or $13,000,000 adjustment where a lease went from OpEx to a finance lease that bumped up to EBITDA. So I thought that would have occurred in Q3 and Q4 consistently. Speaker 201:05:14No, because the previous expenses were reversed when the accounting was changed. Speaker 101:05:19Okay. So it does continue going forward, but you got But the Speaker 201:05:25payments this quarter hit interest and principal. And when we recorded the lease in the Q3, you recorded the balance and then you had to reverse the prior amounts that had been charged. Speaker 101:05:37From May through September 30. So it was really 5 months of reversal versus the run rate. Speaker 301:05:49Okay, okay. That latter nuance I hadn't picked up on. All right. Well, thanks for clarifying all that. Maybe, if I can ask 2 other questions, maybe. Speaker 301:06:03First, with the Sprint IPv4 addresses, what's the plan there? Do you sell them? Do you lease them? Do you hang on to them for the business? And what might the financial impact be over time? Speaker 101:06:18Okay. So there's a fair amount of complexity here. So when we acquired PSI then, we got a large number of addresses previous to Sprint and we had some organic Cogent and some from other acquisitions. But pre Sprint, we had approximately 28,000,000 addresses that had zero value on our balance sheet, yet they had real economic value. Those addresses are traded every day in public exchanges for about $55 an address. Speaker 101:07:02You can go online and look at the quotes as we talk. When we did the acquisition of PSI Net, there was no value to addresses because they were still available for free. And second, the accounting rules were different and we've recorded things as negative goodwill, which is no longer how you record a gain, you now record it as bargain purchase gain as we did in Sprint's case. In the case of Sprint, we acquired $9,900,000 incremental addresses, bring our total to about 37,800,000 addresses that we own. When that happened, we actually initially were not going to focus on them. Speaker 101:08:00And because we have been generating leasing revenue from addresses since 2015 included in our corporate and NetCentric numbers. It's primarily NetCentric. It's roughly 85% NetCentric, about almost 13% corporate and a couple percent in enterprise. We generate $40,000,000 a year out of leasing those numbers out. We continue to lease out incremental inventory. Speaker 101:08:39Today, we are leasing about $11,400,000 of the 37,800,000 addresses that we currently have. Our average lease price per address is about $0.30 per address per month. We were somewhat unique in the market in having an inventory and being a service provider and leasing these addresses. We didn't focus a whole lot of attention on and it was just included in all of our numbers, didn't even break it out as a separate product, it was just baked in. Now we are going to break out the unit count and the number separately. Speaker 101:09:29And part of the change occurred about a year ago when Amazon, which had been a serial buyer of addresses, began to compete with Cogent and lease addresses. Amazon leases its addresses on an hourly basis through AWS, but nobody really leases them by the hour. And in fact, they generate about 3 point $6.0 an address a month or 12 times Cogent's rate. So based on kind of now a 2 party leasing market you guys have to recognize a bigger bargain purchase gain to account for these addresses. That's why we picked up another $254,000,000 The final point to this is, we are going to continue to evaluate opportunities to either sell addresses, which we have not done yet, or potentially securitize the cash flows from those addresses. Speaker 101:10:46We're generating about $40,000,000 of EBITDA today off of our address leasing and that continues to grow. We'll continue to evaluate, is it better to lease or should we sell? Speaker 201:11:02If I just want Speaker 101:11:03to go ahead. Speaker 301:11:04I'm sorry, go ahead, Ted. Go ahead. Speaker 201:11:06Just summarize quickly on the inventory and the accounting, just I know Dave covered it, but so we have 38,000,000 addresses in total. In 2,002, 28,000,000 were acquired with PSI Net. We paid only $12,000,000 in cash to PSI Net. Back in those days, the accounting was you record only the assets equivalent to your purchase price. So we recorded $12,000,000 of intangibles basically. Speaker 201:11:36The rules now are you record the fair value of all assets acquired. With Sprint, we acquired $10,000,000 $9,900,000 additional addresses. That is an acquired asset that needs to be valued. We had the big four accounting firm including their appraisal, how much these addresses are worth and it came out with a net total per address value of $46 per address. So they are reflected on our balance sheet in our 10 ks, which we will file today at $458,000,000 in total. Speaker 201:12:14The net gain for the quarter includes the $250,000,000 that we increased the bargain purchase includes that $458,000,000 new address, the adjustment for the income tax impact of that, so deferred taxes. And then we had some other adjustments that we recorded. So I hope that's a good summary as to where we are. As Dave mentioned, we are leasing $11,400,000 of the addresses and generating about $35,000,000 of lease revenue currently per year. There's no cost associated with this revenue stream and they are an asset that's partly on our balance sheet and partly not. Speaker 301:12:59Okay. A lot of great detail. Thank you guys. I guess just one quick clarification here. About how many do you think you need to run the business? Speaker 301:13:06So in other words, how many are surplus that you could sell or lease out or securitize if you wanted to? Speaker 101:13:12Virtually none, probably 100,000 you could run the network. You would use some to number your own network devices. Today, we have about 60,000 network devices in the network and customers can bring their own. Between 2015 midyear 2022, we actually would only lease addresses to people that bought bandwidth from us. Anticipating Amazon's entry into the market, we relaxed those rules and we saw a significant spike up in leasing activity by leasing addresses to people that don't buy bandwidth as well as those who do continue to buy bandwidth. Speaker 101:14:06We could sell those addresses above that roughly 100,000 or run the company. Many other service providers have very limited pools of addresses. Speaker 301:14:20Okay. Okay. Thanks, Dave. And then sorry, the last question I wanted to hit on, and I'm sorry for this being so long. I guess, I'm not sure what you can say or would want to say about the peering dispute with NTT. Speaker 801:14:32But I'm interested in what Speaker 301:14:33you can share and whether you think it's going to have any customer revenue impacts in the coming quarters? Speaker 101:14:40Happy to talk about it. It was actually something initiated by Cogent. So we have had a peering relationship with NTT since 2000 and 1. They are the 4th largest network in the world. As we continue to gain market share in Asia, NTT refused to give us connectivity in Asia. Speaker 101:15:12We remain connected in the U. S. And in Europe. We had multiple conversations with NTT technical and management individuals and they basically said they did not welcome Cogent's entry into the Asian market and refused to add ports in Asia as our peering required. In retaliation, after multiple attempts to get them to connect even outside of the home market of Japan. Speaker 101:15:54We're willing to take Singapore, Australia, Taipei, Hong Kong, a number of other Asian locations being sensitive to the protection of their home market, they continue to refuse. So, as a result, we de peered them, but only in Europe. They do have a European business and they were forcing Asian traffic to trombone to the U. S. Basically, there's still connectivity. Speaker 101:16:26It was just customers had to go from Japan to LA and back. We kind of implemented a similar strategy in Europe. Their European customers have to come to D. C. Or New York and back to Europe. Speaker 101:16:45I know it sounds almost childish and it's a tit for tat, but unfortunately, there are still bad actors in the world who don't embrace net neutrality. Now I'll expand one point further. We have a similar situation with Deutsche Telecom, which has been public, And they continue to expand capacity in Asia, but refused to expand in Europe. So they'll expand connectivity in the U. S. Speaker 101:17:15Or in Asia, but they want to protect their German market. So while they may meet the 4 quarters of a net neutrality order in their country, they are absolutely violating the spirit. And it's actually somewhat encouraging that the FCC may finally codify this in a way to stop people from playing these games. Speaker 301:17:45Okay. I'll stop there. Thank you, Dave. Thank you, Tim. Thanks, Nick. Operator01:17:51Your next question comes from Tim Horan with Oppenheimer. Please go ahead. Speaker 801:17:57Thanks guys. So Dave, if AWS is 12 times the price, I mean, why wouldn't you increase your prices like Geno 6x? I mean, where are Speaker 201:18:06customers going to go? Do you Speaker 801:18:08think you would lose those customers? And if I do the math, if you have a 6x price increase, that's obviously $40,000,000 goes to $240,000,000 of free cash flow. What's preventing that? Thanks. Speaker 101:18:19Yes. So first of all, we didn't have AWS as a benchmark with the pricing umbrella in 2015 when we started leasing addresses. And we have never changed our pricing on addresses, while our bandwidth pricing has declined at 23% a year during that same period. Second point is, you are absolutely correct in your statement that customers probably are pretty sticky. The expense is small and the labor involved in renumbering is pretty significant. Speaker 101:19:05Amazon doesn't disclose its numbers from this particular product, so I can't tell exactly how successful they are. What I do know is that their inventory of address, which have been acquired, they were not organic to Amazon, is about comparable in size to Cogent. Actually, both Microsoft and Amazon have been serial buyers for the past decade and each have address inventories about equivalent to Cogent. We are evaluating should we do something that is quite honestly foreign to our thought process and raise prices. We're conscious of that. Speaker 101:19:52And we are going to evaluate over the next few months what are the best ways to maximize the value of these addresses and whether that includes securitization, that includes raising prices or it includes the ability to sell address. We're evaluating all of those opportunities. And we understand we were lucky that we just have a big asset that turned out to be valuable. Like I explained to 1 investor, it's kind of like Bitcoin with a purpose. So it's sometimes better to be lucky than smart. Speaker 201:20:37Well, I guess, Dave, related Speaker 801:20:38to this, what everyone's a bit frustrated about is the complexity in the accounting. Can you just give us a sense of what the adjusted EBITDA should look like in 2024? Is the 110 a good run rate? I mean, I know there's a 1,000,000 moving parts. And if you can't talk about that, maybe the $220,000,000 in expense savings, how much how does that kind of pace out over the next 3 years? Speaker 801:21:02Or any more color would be helpful. Speaker 101:21:04Yes. I'll try to touch on both of them. So the first point is we have been very clear that there is going to be a step down in the cash payments that we receive from T Mobile 1 year from closing, so May of 24. That will impact our EBITDA as reported. Secondly, we are continuing to achieve those cost synergies. Speaker 101:21:38Those cost synergies, unfortunately, are limited by some are limited by some of the contractual obligations that we assumed when we bought this business from T Mobile. And again, these were all things that were considered in the negotiation in the purchase price. Even back to the IP addresses, T Mobile sold 2,000,000 addresses prior to closing. It was fully disclosed to us and they recorded 100 and $20,000,000 gain from that sale. Quite honestly, they could have chosen to keep more addresses and sell them and then the subsidy check they would have had to write would have been larger. Speaker 101:22:28So it's not like these are surprises. They were all thought about in the negotiations. In terms of EBITDA, you should think about the current run rate is about correct for the next couple of quarters, then it will step down when those payments come down from T Mobile and then gradually increase as those cost savings are achieved. What we have said publicly and we are absolutely reaffirming is that within 5 years of closing, the company will do at least $1,500,000,000 of revenue and have at least $500,000,000 of EBITDA. The $133,000,000 that we did last quarter and $110,000,000 this quarter kind of says we're already off pace for that. Speaker 101:23:23The reality is EBITDA will go down and then come back up. And I understand it's complicated accounting and I also understand it's hard to build a model that goes up and down. We're trying to be as transparent as possible without giving the exact guidance on that to add. Speaker 201:23:43Yes. The payments are fixed per month. So we know it's $29,200,000 per month for a year and then $8,300,000 for the remaining term. So and the step down will occur in May. I would say that the SG and A cost run rate that we had in the Q4, which was about 30%, will be less in the Q1 and we should think about an SG and A as a percentage of revenues I mentioned earlier of about 27%. Speaker 801:24:14And then network operating expenses, what percent should that be roughly? Speaker 201:24:19That will be relatively flat. Speaker 101:24:23May come down slightly as we have. Speaker 201:24:24We'll have some experience savings, additional savings from circuits and from facilities. Speaker 801:24:31So it should come down slightly from the 64% this quarter? Speaker 201:24:35Yes. Now it's going to go up from additional on net sales, but net net it should decline, yes. Speaker 301:24:41Thank you. Speaker 201:24:43I should say off net sales. Speaker 101:24:44Off net, yes. Thanks, Tim. Operator01:24:48Your next question comes from Michael Rollins with Citi. Please go ahead. Speaker 701:24:53Thanks. Good morning. A few questions. Just a quick one on the IP addresses. Can you remind us what the addressable market for that is and just your share of that market? Speaker 101:25:08Yes, sure. So when the Internet was conceived, there were a numbering scheme and they chose IPV4, which is 2 to the 64th power. That is approximately 4,300,000,000 addresses. Those addresses were initially allocated by the Department of Commerce, then allocated by IANA as a contractor for the Department of Commerce. And then subsequently those allocations were delegated to 5 regional registries around the world. Speaker 101:25:50The U. S. Government held back addresses for its own purposes, primarily DoD. So there's been about 3,500,000,000 usable address. The registries began to run out of addresses in 2011. Speaker 101:26:13A market for those addresses developed and prices to buy an address at that time were about $4 In the intervening decade or 13 years, that price has gone from $4 to $55 All of the registries ran out of addresses by 2018 and there are no more addresses to get. Now there has been a movement to migrate to IPv6, which is 2 to the 100 and 28th power number of addresses. So basically the square of $4,300,000,000 a very, very large number. But there have been many challenges in doing that, including literally 1,000,000,000,000 of dollars of capital that will be necessary to replace equipment to support that. So, IPv6 still has a relatively small presence on the Internet, about 7% of traffic. Speaker 101:27:18So, the market is anybody who needs those addresses and wants to reach the whole Internet. There are multiple workaround schemes, but those schemes are not easily implemented and are not as easily managed as just renting or buying IPv4. So I think for the foreseeable future, the world will run on V4. There'll be limited supply. And as a result, people will either lease or buy these to fill their needs. Speaker 701:27:57Thanks. And then just a question on the business. The sales productivity looked like it's Speaker 301:28:03a bit Speaker 701:28:04on kind of a flat FTE count. Can you unpack what's happening in terms of sales productivity, where there might be pluses in performance and where there might be some minuses in performance? Speaker 101:28:17Yes. I mean, I would say the biggest drag on productivity, and I'm not trying to call out specific names, but have been employees that came over from Sprint. As part of our contractual obligation, we had to guarantee their quota for a full year from closing. That's very different than the way a organically higher Cogent salesperson would be comped. And their productivity has been a significant drag. Speaker 101:28:51Now there's only a dozen of them left focused on enterprise accounts, but we have transferred those reps into corporate and eccentric roles, but their productivity remains depressed. The second factor that has drawn down productivity has been the rapid expansion of the sales force coming out of the pandemic. Normally, pre pandemic, we were growing at about 7% a year and absorbing those people and training them. And reality is while they have 3 months to become a full time equivalent, it takes really a year to be fully productive. Last year, we grew the sales force 20% year over year. Speaker 101:29:44So almost 3 times faster than we normally grow the sales force. So that's been a second drag on those numbers. I think we will see some additional turnover and hopefully, we'll see productivity start to improve. Speaker 701:30:07Thanks very much. Speaker 101:30:08Hey, thanks, Mike. Operator01:30:17Your next question comes from Bora Lee with RBC Capital Markets. Please go ahead. Speaker 601:30:25Good morning. One bit of housekeeping first. There was a step down in G and A during the quarter relative to 3Q while CapEx increased. Was that related to some of the reclass activities? And is that quarter number of the jumping off point go forward? Speaker 601:30:42Or is there something else we should be thinking about? Speaker 201:30:46More of the reclass occurred in the Q4 versus the Q3. Really the impact on the run rate in the Q3 predominantly had to do with the impact on COGS from the lease accounting. Speaker 601:31:04Okay. So, sorry. So the D and A step down in the Q4 was related to? Speaker 201:31:15SG and A in the 4th quarter has increased from the Q3. I tried to recognize Speaker 401:31:22all that. Speaker 201:31:24Yes, SG and A. SG and A. Yes. Speaker 101:31:27Okay. So the right way to think about Bora is just about 27% of revenues going forward. I think these moving pieces of reclass are hopefully behind us and that we've got everything into Cogent systems. They're all been audited by Ernst and Young and comply with all of the GAAP requirements and critical accounting matters for lease accounting. So I think we're in pretty good shape. Speaker 101:32:01We are. Speaker 601:32:03Okay. And as you're exploring out the Sprint spaces, is there sorry, were you saying something? Speaker 101:32:11No, no, go ahead. Go ahead, Bar. Speaker 601:32:14Great. As you're clearing out the Sprint spaces, is there an opportunity to self promote that old equipment and is that meaningful or just sort of a task that needs to be done? Speaker 101:32:27It's definitely a task that needs to be done. It does not have a meaningful salvage value. Most of this equipment has been not manufactured for 15 plus years. There is a de minimis amount of scrap value for copper in the equipment. There is some equipment that has been sold to 3rd party brokers, but there's also a work effort associated with taking those 22,500 racks of dead equipment out. Speaker 101:33:05Net net, this is not going to be a significant either cost or a significant revenue opportunity for us. The better opportunity is going to be as we depopulate these facilities of this dead equipment and convert them to Cogent data centers, those 68 facilities and the 157 megawatts that we have now that are less than 30% utilized become a significant opportunity, particularly as there is a short term crunch for power and space for data centers driven by AI, we are in the process of looking at multiple ways to fill that space up more quickly. Speaker 601:34:06And I guess lastly for me, recognizing that it's still early days, do you have any quantitative or qualitative color on the extent to which there has been actual cross selling or cross interest across the legacy Cogent and Sprint customer bases? Speaker 101:34:23So I will say I'll start with wavelengths. The majority of the wavelengths in that funnel and the wavelengths that we have sold are to customers that Cogent already had relationship with. There are a handful of cases where there are a customer that Cogent had not worked with previously, But the vast majority of those 2,300 orders in the funnel and those that have been installed, the 667 have come from people that Cogent had a relationship with. The second thing is the Sprint Enterprise base has been receptive to our on net footprint, our global reach and our ability to modernize their VPN technologies. We actually saw very modest, but a very slight uptick sequentially in the number of enterprise connections. Speaker 101:35:33And remember, this is with a much smaller sales force focusing on those customers. So I think there is going to be the ability to help modernize some of those enterprise customers. So I think there'll be cross selling opportunities in both directions. Speaker 601:35:52Great. Thank you. Speaker 101:35:54Hey, thanks, Bill. Operator01:35:57Your final question comes from Brandon Nispel with KeyBanc Capital Markets. Please go ahead. Speaker 201:36:04Hi, guys. It's Evan on for Brandon. The backlog you guys talked about for Wavelengths, you were saying it's growing and outpacing the provisioning you're able to do on your facilities. Do you think you'll be able to get through that 2,300 order backlog by the end of the year? Or are you finding any customers finding alternative solutions because of the backlog? Speaker 201:36:35Thanks. Speaker 101:36:37So Evan, I think 2 different things will happen. We will provision most of those orders, but there will be some customers who cannot wait. We are trying to be very transparent with customers and it's a site by site discussion on what that provisioning window will look like. We know that with the network reconfigurations that we have going on, we'll have more than double the number of sites and a standardized provisioning window by year end. But in the intervening time, if a customer needs to go somewhere else and we can't provision, we are going to let them out of that obligation. Speaker 101:37:25I mean, it's if we want to do business with them going forward, we need to understand that this is a cogent problem and not the customer's problem. Conversely, as we continue to build credibility with customers and we get more sites enabled and shorter provisioning windows, we actually anticipate the pace of that funnel building actually accelerating. In the last quarter, it took us basically 5 months from closing to build a funnel of 1,000. In the last quarter, we got that up to $2,300 And yes, there have been some fallout, but the net number grew. And I think that will continue to grow. Speaker 101:38:17As I stated earlier, over the long run, I think it's not healthy to talk about funnels, but installed revenue. But until we get the network configured correctly and get enough sites where we can provision in a expeditious manner of couple of weeks, we have to give both customers and investors an understanding of what the backlog looks like. Thanks. Speaker 701:38:49Great. Thanks, guys. Operator01:38:53This will conclude our question and answer session. I will now turn the call back over to Dave Schaeffer for closing remarks. Speaker 101:39:00Hey, thank you very much. I know again it was a long call, but there are a lot of pieces of information. We are definitely trying to be wholesome and transparent in what we are reporting. Thank you all very much and we'll talk soon. Take care. Speaker 101:39:20Bye bye. Operator01:39:22This concludes today's conference. Thank you for your participation. You may now disconnect.Read morePowered by