THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
Toronto, Canada, August 12, 2005 – TUCOWS Inc. (OTCBB: TCOW) announced the filing of its final prospectus with the securities regulatory authorities of each of the provinces of Canada in connection with its public offering of 22,225,000 shares of common stock at a price of US $0.90 per share. Of the 22,250,000 shares, 21,823,827 shares are being offered by existing shareholders of the Company and 401,173 shares are being offered by the Company. The Company will not receive any proceeds from the sale of the shares offered by existing shareholders. The Company expects to incur $1,015,607 in expenses in connection with the offering. Tucows has granted the underwriters a 30-day option to purchase up to an additional 2,889,250 shares of common stock to cover over-allotments, if any, at a price of US $0.90 per share. The offering is being underwritten by a syndicate led by Desjardins Securities Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc. and Clarus Securities Inc.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities. This offering is being made solely by means of prospectuses dated August 11, 2005 in Canada and the United States. There shall not be any sale of these securities in any state of the United States in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
A copy of the Canadian prospectus relating to the offering is available at www.SEDAR.com.
Tucows Inc. provides Internet services and downloadable software through a global distribution network of more than 6,000 service providers. These service providers primarily consist of web hosting companies, Internet service providers and providers of other services over the Internet. Tucows’ services include domain registrations services, digital certificates, billing, provisioning and customer care software solution, email and anti-spam services, Blogware and website building tools. Tucows is an accredited registrar with the Internet Corporation for Assigned names and Numbers, or ICANN, and generates revenue primarily through the provision of domain registration and other Internet services to service providers who offer such services to their own customers in a process known as wholesale distribution. For more information, please visit: www.tucowsinc.com
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the “Safe Harbor” provision of The Private Securities Litigation Reform Act of 1995, including statements regarding the expected closing date. Forward-looking statements relate to Tucows’ current expectations or forecasts of future events. The timing of the closing and the commencement of trading could differ materially from the timing set forth in the forward-looking statement due to general financial, economic, regulatory and political conditions. For a discussion of these and other risks and the uncertainties that may effect the forward-looking statements, please see the risk factors in the registration of Form S-1 which is on file with the Securities and Exchange Commission. Given these risks and uncertainties, any or all of these forward-looking statements may prove to be incorrect. Tucows undertakes no obligation to update publicly any forward-looking statement.
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