20 January 2017

Tucows Acquires eNom & Becomes World's 2nd Largest Domain Registrar

NASDAQ: TCX (source: google.com)

NASDAQ: NAME (source: google.com)
Tucows Inc. acquires eNom from Rightside (via Tucows press release):

Tucows Inc. $TCX ($TC), a service provider of network access, domain names and other internet services, announced that it has signed a definitive agreement to acquire wholesale domain name registrar eNom from Rightside Group, Ltd. $NAME. The transaction is expected to close later today.

Tucows will pay $83.5 million and the transaction is expected to be immediately accretive to earnings. The acquisition will be funded through an amendment increasing Tucows' existing credit facility to a total of $140 million.

The acquisition of eNom will add 14.5 million domains under management and 28,000 active resellers. That will give Tucows a total network of over 40,000 resellers globally and 29 million domains under management, making it the second largest domain registrar in the world.

Conference Call
Tucows management will host a conference call today, Friday, January 20, 2017 at 11 am (ET) to discuss this announcement. Participants can access the conference call by dialing (888) 231-8191 or (647) 427-7450 or via the Internet at http://www.tucows.com/investors.

For those unable to participate in the conference call at the scheduled time, it will be archived for replay both by telephone and via the internet beginning approximately one hour following completion of the call. To access the archived conference call by telephone, dial 1-855-859-2056 or 416-849-0833 and enter the passcode 56195754 followed by the pound key. The telephone replay will be available until January 27, 2017 at midnight ET. To access the archived conference call as an MP3 via the Internet, go to http://www.tucows.com/investors.

"For years, eNom and OpenSRS have been the two leading registrars primarily focused on the needs of resellers. This focus means these businesses fit very well together," said David Woroch, Tucows' Executive Vice President of Domains. "The acquisition keeps eNom resellers where they will be well understood, well valued and well served and creates tremendous value for Tucows and resellers on both sides through efficiency and scale."

Elliot Noss, Tucows' CEO added, "This industry has changed so much since Tucows and eNom each launched wholesale registrar services over fifteen years ago and .com, .net and .org essentially represented the namespace. It is a lot more challenging and complex now. At the same time, it is more mature and much more competitive. Scale is absolutely critical. This is a rare deal that gives Tucows and its investors exactly that while offering an immediate cash on cash return."
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Rightside® Announces Sale of eNom to Tucows (via Rightside press release):
Divestiture of eNom Strengthens Alignment Between Rightside's Vision, Strategy and Financial Profile

Rightside Group, Ltd. (NASDAQ:NAME), announced that it has signed a definitive agreement for the sale of eNom to Tucows Inc. (NASDAQ:TCX) for $83.5 million, less a net working capital adjustment of $6.8 million, resulting in net cash at closing of $76.7 million. The eNom business is a leading wholesale registrar that provides domain services to a network of over 28,000 resellers. The agreement sharpens Rightside's focus on its Registry and retail Registrar businesses, and provides additional capital to drive growth and enhance shareholder value. The transaction is expected to close later today (Jan 20).

Rightside recently conducted an extensive strategic review and concluded that while it is in a strong position to leverage the global trends in the domain industry, it would further benefit from divesting eNom in order to place a greater focus on its higher growth and higher margin Registry and retail Registrar businesses. The divestiture is consistent with Rightside's strategy to position its portfolio of new generic Top Level Domains (new gTLDs) for long-term growth by leveraging the end-to-end domain services offered by Rightside through the vertical integration of its flagship retail registrar, Name.com, and its Registry business. The divestiture also enhances Rightside's ability to make additional investments in the Registry business as the market for new domains continues to develop.

"The divestiture of eNom creates a stronger alignment between Rightside's vision, strategy and financial profile and we believe this is the best way to increase shareholder value," said Chief Executive Officer Taryn Naidu. "The market for new gTLDs is rapidly developing and the divestiture enables us to more intensely focus on our higher growth and higher margin businesses, where our Registry and Name.com businesses are leading the way with the new domains."

"We would like to thank our eNom colleagues for their hard work in building such a well-respected business and for their dedication to Rightside. We look forward to seeing their continued success and continuing to work with eNom as a valuable distribution partner as part of Tucows," added Naidu.

"eNom is one of the great and long-lived brands in the domain industry, with an outstanding reputation among its large network of resellers," said Elliot Noss, President and Chief Executive Officer of Tucows. "We welcome eNom's talented team into the Tucows family as they continue to deliver innovative products and excellent service to resellers and end-customers."

eNom has approximately 14.5 million domains under management and generated approximately $116.5 million in revenue through Q3 2016, primarily from its wholesale registrar business. As part of Tucows, eNom will continue to be a distribution partner for Rightside's new gTLDs.

Rightside will receive $76.7 million of net cash proceeds from the transaction, net of working capital adjustments. Concurrent with close, Rightside will pay approximately $4 million of transaction related expenses and will repay all of the debt outstanding under its credit facility. Following the transaction, Rightside will be in a strong financial position with approximately $90 million in cash on its balance sheet.

Rightside has hired Barclays Capital Inc. as its financial advisor and Wilson Sonsini Goodrich & Rosati, P.C. as its legal advisor on this transaction. Following this transaction, Rightside will continue to evaluate strategic options, including the potential use of proceeds from this divestiture.

Conference Call and Webcast

Rightside will host a conference call and audio webcast with investors and analysts Monday, January 23, at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time):
Live conference call: (844) 413-1777 (domestic) or (716) 247-5761 (international)
Conference call replay available through January 28, 2017: (855) 859-2056 (domestic) or (404) 537-3406 (international)
Conference ID: 57050879
Live and archived webcast: http://www.rightside.market


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