Tucows 2013 Annual Report Download - page 2

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company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of Act). Yes ☐ No ☒
As of June 30, 2013 (the last day of our most recently completed second quarter), the aggregate market value of the
common stock held by non-affiliates of the registrant was $64.5 million. Such aggregate market value was computed by
reference to the closing sale price per share of $7.44 as reported on the NYSE Amex on such date (after giving effect to the
one for four reverse stock split of December 30, 2013). For purposes of making this calculation only, the registrant has
defined affiliates as including all officers, directors and beneficial owners of more than ten percent of the common stock of
the Company. In making such calculation, the registrant is not making a determination of the affiliate or non-affiliate status
of any holders of shares of the registrant’s common stock.
The number of shares outstanding of the registrant’s common stock as of March 17, 2014 was 11,185,384.
TRADEMARKS, TRADE NAMES AND SERVICE MARKS
Tucows®, EPAG®, Hover®, OpenSRS®, Platypus®, Ting® and YummyNames® are registered trademarks of
Tucows Inc. or its subsidiaries. Other service marks, trademarks and trade names of Tucows Inc. or its subsidiaries may be
used in this Annual Report on Form 10-K (this “Annual Report”). All other service marks, trademarks and trade names
referred to in this Annual Report are the property of their respective owners. Solely for convenience, any trademarks referred
to in this Annual Report may appear without the ® or TM symbol, but such references are not intended to indicate, in any
way, that we or the owner of such trademark, as applicable, will not assert, to the fullest extent under applicable law, our or
its rights, or the right of the applicable licensor, to these trademarks.
TUCOWS INC.
ANNUAL REPORT ON FORM 10-K
For Fiscal Year Ended December 31, 2013
TABLE OF CONTENTS
Page
PART I
Item 1
Business
1
Item 1A
Risk Factors
6
Item 2
Properties
32
Item 3
Legal Proceedings
32
Item 4
Mine Safety Disclosures
32
PART II
Item 5
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
33
Item 7
Management’s Discussion and Analysis of Financial Condition and Results of Operations
34
Item 7A
Quantitative and Qualitative Disclosures About Market Risk
61
Item 8
Financial Statements and Supplementary Data
62
Item 9
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
62
Item 9A
Controls and Procedures
62
Item 9B
Other Information
62
PART III
Item 10
Directors, Executive Officers and Corporate Governance
63
Item 11
Executive Compensation
71
Item 12
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
76
Item 13
Certain Relationships and Related Transactions, and Director Independence
79
Item 14
Principal Accountant Fees and Services
79
PART IV
Item 15
Exhibits and Financial Statement Schedules
80
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