18:21:13 EDT Fri 12 Jun 2026
Enter Symbol
or Name
USA
CA



Tucows Inc
Symbol TC
Shares Issued 46,047,111
Close 2012-01-25 C$ 0.76
Market Cap C$ 34,995,804
Recent Sedar+ Documents

Tucows to buy 7.57 million shares under Dutch offer

2012-01-26 09:08 ET - News Release

An anonymous director reports

TUCOWS INC. ANNOUNCES FINAL RESULTS OF DUTCH TENDER OFFER

Tucows Inc. has provided the final results of its modified Dutch auction tender offer, which expired at 5 p.m., New York time, on Jan. 20, 2012. Tucows will purchase 7,570,178 shares of its common stock at a purchase price of 77 cents per share, for a total cost of $5,829,037, excluding fees and expenses related to the tender offer. Payment for shares accepted for purchase will be financed from a combination of available cash and two demand loan revolving facilities Tucows currently has with Bank of Montreal.

The 7,570,178 shares to be purchased comprise the 6.5 million shares Tucows offered to purchase and 1,070,178 shares to be purchased pursuant to Tucows's right to purchase up to an additional 2 per cent of the shares outstanding immediately prior to the commencement of the tender offer. The 7,570,178 shares accepted for purchase in the tender offer represent approximately 14.1 per cent of Tucows's currently issued and outstanding common stock.

Based on the final count by the depositary for the tender offer, 14,421,373 shares were properly tendered at prices at or below the purchase price, making the tender offer oversubscribed by 6,851,195 shares, or approximately 47.5 per cent. Due to oversubscription, the final proration factor for shares tendered at or below 77 cents per share will be approximately 52.5 per cent (other than "odd lot" holders whose shares were purchased on a priority basis). For this purpose, shares tendered at or below 77 cents per share will include shares tendered by those persons who indicated in their letter of transmittal that they are willing to accept the price determined in the offer. All shares purchased in the tender offer will receive the same price.

Directors, executive officers and affiliates of Tucows were eligible to participate in the offer. Lacuna LLC, a company of which Rawleigh Ralls, a director of Tucows, is a founding partner, tendered all of its 7.85 million shares in the offer as part of a rebalancing of its portfolio, 4,120,465 of which will be purchased by Tucows in the offer. In addition, Mr. Ralls tendered an additional 300,000 shares that he holds directly, 157,470 of which will be purchased by Tucows in the offer.

Payment for shares accepted for purchase, and the return of all other shares tendered but not accepted for payment, will be made promptly by Broadridge Corporate Issuer Solutions Inc., the depositary for the tender offer.

As a result of the completion of the tender offer and immediately following payment of the tendered shares, Tucows will have approximately 46,047,111 shares issued and outstanding.

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