Tucows (TCX) – Odd Lot Tender Offer – 2% potential

Current Price – $18.15

Offer Price – $16.5 - $18.5

Upside – 2% or $35 ( for odd lot holders, if the upper pricing limit is used)

Expiration date –  7 January 2015

SEC Filling

Summary:

Tucows Inc., a Pennsylvania corporation, is offering to purchase for cash shares of its common stock at a price neither in excess of $18.50 nor less than $16.50 per share. We are offering to purchase shares having an aggregate purchase price of no more than $8.0 million.

Assuming that the offer is fully subscribed, the maximum of 484,848 shares that the Company is offering to purchase under the offer represents approximately 4.3% of the total number of shares issued and outstanding as of December 4, 2014. Assuming the offer is fully subscribed, the minimum of 432,432 shares that the Company is offering to purchase under the offer represents approximately 3.8% of the total number of shares issued and outstanding as of December 4, 2014.

 

No proration for Odd Lot holders:

First, we will purchase shares properly tendered at or below the selected purchase price from all holders of “odd-lots”. Second, after purchasing all shares from the odd-lot shareholders (if we so elect), we will then purchase shares from all other shareholders who properly tender shares at or below the selected purchase price, on a pro rata basis.

 

Source of Funds:

The offer is not subject to any financing condition. Assuming the offer is fully subscribed, we expect the aggregate purchase price for the shares, together with all related fees and expenses, to be approximately $8.1 million. We intend to fund any purchase of shares pursuant to the offer, including the related fees and expenses, from cash on hand