-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Dyhm+x8RshKmjHOGp8tJpYjMRiqmM0oOWcelM5Xrfp6BkwkEZ8yR5wZgJi2UiTgP kMm3mj/czLqtDUWa6aF/Fw== 0001181431-04-018762.txt : 20040401 0001181431-04-018762.hdr.sgml : 20040401 20040401195146 ACCESSION NUMBER: 0001181431-04-018762 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040329 FILED AS OF DATE: 20040401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COGENT COMMUNICATIONS GROUP INC CENTRAL INDEX KEY: 0001158324 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 522337274 BUSINESS ADDRESS: STREET 1: 1015 31ST STREET CITY: WASHINGTON STATE: DC ZIP: 20007 BUSINESS PHONE: 2022954200 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEINGARTEN TIM CENTRAL INDEX KEY: 0001268677 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31227 FILM NUMBER: 04711046 MAIL ADDRESS: STREET 1: 435 TASSO STREET STE.120 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WORLDVIEW TECHNOLOGY PARTNERS IV LP CENTRAL INDEX KEY: 0001130736 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31227 FILM NUMBER: 04711047 BUSINESS ADDRESS: STREET 1: 435 TASSO ST STREET 2: STE 120 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 6503223800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEI JAMES CENTRAL INDEX KEY: 0001167196 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31227 FILM NUMBER: 04711048 BUSINESS ADDRESS: STREET 1: 435 TASSO ST. STREET 2: SUITE 120 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 6503223800 MAIL ADDRESS: STREET 1: 435 TASSO ST STREET 2: SUITE 120 CITY: PALO ALTO STATE: CA ZIP: 94301 4 1 rrd37301.xml ACQUISITION OF SERIES J PREFERRED STOCK X0201 4 2004-03-29 0 0001158324 COGENT COMMUNICATIONS GROUP INC COI 0001167196 WEI JAMES C/O WORLDVIEW TECHNOLOGY PARTNERS 435 TASSO ST., SUITE 120 PALO ALTO CA 94301 0 0 1 0 0001130736 WORLDVIEW TECHNOLOGY PARTNERS IV LP 435 TASSO ST., STE. 120 PALO ALTO CA 94301 0 0 1 0 0001268677 WEINGARTEN TIM 435 TASSO STREET SUITE 120 PALO ALTO CA 94301 0 0 0 1 Director and 10% Owner Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 128 A Common Stock 3967763 128 D Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 21 A Common Stock 650961 21 D Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 1 A Common Stock 30998 1 D Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 150 A Common Stock 4649722 150 I See footnote 8 Series J Participating Convertible Preferred Stock 2004-03-22 4 J 0 150 A Common Stock 4649722 150 I See footnote 9 Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 150 A Common Stock 4649722 150 I See footnote 10 Series J Participating Convertible Preferred Stock 2004-03-29 4 J 0 150 A Common Stock 4649722 150 I See footnote 11 Each share of Series J Convertible Preferred Stock , par value $.001 per share, is initially convertible into approximately 30,998.15 shares of Common Stock. Each share of Common Stock of Symposium Omega, Inc. held by the Reporting Persons was exchanged for 1 share of Series J Participating Convertible Preferred Stock pursuant to an Agreement and Plan of Merger by and among the Issuer, DE Merger Sub, Inc. and Symposium Omega, Inc. The Series J Participating Convertible Preferred Stock is convertible at the earlier of June 30, 2004 and the date on which the Issuer files an amendment to its Certificate of Incorporation pursuant to the Certificate of Designations of its Series J Participating Convertible Preferred Stock. The conversion feature continues indefinitely. Shares are owned directly by Worldview Technology Partners IV, L.P. Shares are owned directly by Worldview Technology International IV, L.P. Shares are owned directly by Worldview Strategic Partners IV, L.P. Worldview Capital IV, L.P., which serves as the general partner to Worldview Technology Partners IV, L.P., Worldview Technology International IV, L.P. and Worldview Strategic Partners IV, L.P., may be deemed to be an indirect beneficial owner of the reported shares but such entities, but disclaims beneficial ownership in the shares held by the joint filers, except to the extent of any indirect pecuniary interest therein. Worldview Equity I, L.L.C., which serves as the general partner to Worldview Capital IV, L.P., may be deemed to be an indirect beneficial owner of the reported shares of such entity but disclaims beneficial ownership in the shares held by the joint filers, except to the extent of any indirect pecuniary interest therein. James Wei, the Designated Filer, is a managing member of Worldview Equity I, L.L.C., and may be deemed to be the indirect beneficial owner of the reported shares but disclaims beneficial ownership in the shares held by the joint filers, except to the extent of any indirect pecuniary interest therein. Tim Weingarten is a director of the issuer and has certain voting rights in Worldview Equity I, L.L.C., and may be deemed to be an indirect beneficial owner of the reported shares but disclaims beneficial ownership in the shares held by the joint filers, except to the extent of any indirect pecuniary interest therein. James Wei, the Designated Filer, is a Managing Member of Worldview Equity I, L.L.C., which is the general partner of Worldview Capital IV, L.P. Tim Weingarten is a director of the Issuer and has certain voting rights in Worldview Equity I, L.L.C. Worldview Capital IV, L.P. is the general partner of Worldview Technology Partners IV, L.P., Worldview Technology International IV, L.P. and Worldview Strategic Partners IV, L.P. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such reporting person, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any securities for purposes of Section 16 or for any other purpose. James Wei 2004-03-29 Tim Weingarten 2004-03-29 Worldview Technology Partners IV, L.P., by Worldview Capital IV, L.P., its general partner, by Worldview Equity I, L.L.C., by James Wei, a Managing Member 2004-03-29 Worldview Technology International IV, L.P., by Worldview Capital IV, L.P., its general partner, by Worldview Equity I, L.L.C., by James Wei, a Managing Member 2004-03-29 Worldview Strategic Partners IV, L.P., by Worldview Capital IV, L.P., its general partner, by Worldview Equity I, L.L.C., by James Wei, a Managing Member 2004-03-29 Worldview Equity I, L.L.C., by James Wei, a Managing Member 2004-03-29 Worldview Capital IV, L.P., by Worldview Equity I, L.L.C., by James Wei, a Managing Member 2004-03-29 -----END PRIVACY-ENHANCED MESSAGE-----