TCX Tucows Inc

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Pennsylvania (State or Other Jurisdiction of Incorporation)

0-28284 (Commission File Number)

23-2707366 (IRS Employer Identification No.)

96 Mowat Avenue, Toronto, Ontario, Canada		M6K 3M1
(Address of Principal Executive Offices)		(Zip Code)

	Not Applicable
	(Former Name or Former Address, if Changed Since Last Report)

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Emerging growth company ☐

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		TCX		NASDAQ

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(a)	Not Applicable.

(b)	Not Applicable.

(c)	Not Applicable.

(d)

Exhibits.

Exhibit Number	Exhibit
99.1	Press Release of Tucows Inc. dated February 13, 2025, reporting financial results for the fourth quarter and full year ended December 31, 2024.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

	TUCOWS INC.
	By:	/s/ Ivan Ivanov
		Ivan Ivanov
		Chief Financial Officer

Exhibit 99.1

 

 

Tucows delivers on 2024 Adjusted EBITDA guidance

and fourth consecutive year of revenue growth

 

TORONTO, February 13, 2025 – Tucows Inc. (NASDAQ:TCX, TSX:TC), a global internet services leader, today reported its unaudited financial results for the fourth quarter and full year ended December 31, 2024. All figures are in U.S. dollars.

 

“Tucows closed 2024 with strong operating revenue growth for the fourth consecutive year, showing the resilience of our business,” said Elliot Noss, Tucows President and CEO. “Adjusted EBITDA for the year reached the top of our guidance range, driven in large part by Ting’s improved results. While Q4 profitability was affected by an annual impairment charge for Ting and restructuring costs associated with workforce reductions, these were one-time impacts. Excluding these charges, we are seeing meaningful improvements across our key financial metrics as we continue to optimize revenue and cost efficiencies. Additionally, we made further progress in deleveraging the business, using cash flow from Wavelo and Tucows Domains to reduce our syndicated debt.”

 

Financial Results

 

Consolidated net revenue for the fourth quarter of 2024 increased 7.1% to $93.1 million from $87.0 million for the fourth quarter of 2023, driven primarily by year-over-year revenue gains from Ting and Tucows Domains.

 

Gross profit for the fourth quarter of 2024 increased 19% to $21.2 million from $17.8 million from the fourth quarter of 2023. The increase in gross profit was due primarily driven by year-over-year gains from the Ting and Domains businesses.

 

Net loss for the fourth quarter of 2024 was $45.3 million, or a loss of $4.11 per share, compared with net loss of $23.4 million, or a loss of $2.14 per share, for the fourth quarter of 2023. The increased loss was primarily a result of one-time impairment in Ting and restructuring charges, as well as increased interest expense. Excluding impairment, restructuring items and other transition costs, Adjusted net income¹ (loss) and Adjusted EPS¹ in Q4 2024 are ($15.8 million) and  ($1.43) per share compared to Q4 2023 Adjusted net income¹  (loss) of ($22.4 million) and Adjusted EPS¹ of ($2.05) per share.

 

Adjusted EBITDA¹ for the fourth quarter of 2024 increased 403% to $12.8 million from $2.6 million for the fourth quarter of 2023. The year-over-year increase was primarily due to growth of revenues from Domains and Ting, and cost management in the Ting business.

 

Cash equivalents, restricted cash and restricted cash equivalents at the end of the fourth quarter of 2024 were $73.2 million compared with $91.1 million at the end of the third quarter of 2024 and $92.7 million at the end of the fourth quarter of 2023.

 

 

Summary Financial Results

(In Thousands of US Dollars, except Per Share data)

 

		3 Months ended December 31												12 Months ended December 31
		2024 (unaudited)				2023 (unaudited)				% Change (unaudited)				2024 (unaudited)				2023 (unaudited)				% Change (unaudited)
Net Revenues			93,098				86,958				7	%			362,275				339,337				7	%
Gross Profit			21,224				17,821				19	%			83,030				66,667				25	%
Income Earned on Sale of Transferred Assets, net			3,244				4,062				(20	)%			13,978				17,033				(18	)%
Net Income (Loss)			(45,287	)			(23,374	)			(94	)%			(112,672	)			(96,197	)			(17	)%
Adjusted Net Income (Loss)¹			(15,775	)			(22,382	)			30	%			(76,817	)			(74,779	)			(3	)%
Basic earnings (Loss) per common share			(4.11	)			(2.14	)			(92	)%			(10.27	)			(8.85	)			(16	)%
Adjusted Basic earnings (Loss) per common share¹			(1.43	)			(2.05	)			30	%			(6.98	)			(6.86	)			(2	)%

 

1.	Non-GAAP financial measures are described below and reconciled to GAAP measures in the accompanying tables.

 

 

Summary of Revenues, Gross Profit and Adjusted EBITDA

(In Thousands of US Dollars)

 

		Revenue								Gross Profit								Adj. EBITDA¹
		3 Months ended December 31								3 Months ended December 31								3 Months ended December 31
		2024 (unaudited)				2023 (unaudited)				2024 (unaudited)				2023 (unaudited)				2024 (unaudited)				2023 (unaudited)
Ting Internet Services:
Fiber Internet Services			15,749				13,821				10,995				7,881				(1,468	)			(12,366	)
Wavelo Platform Services:
Platform Services			9,888				9,545				9,368				9,214				3,679				2,604
Tucows Domain Services:
Wholesale
Domain Services			50,586				48,279				9,967				9,968
Value Added Services			5,480				4,184				4,981				3,661
Total Wholesale			56,066				52,463				14,948				13,629
Retail			9,608				9,348				5,393				5,229
Total Tucows Domain Services			65,674				61,811				20,341				18,858				11,633				10,794
Corporate:
Mobile Services and Eliminations			1,787				1,781				(2,052	)			(501	)			(995	)			1,522
Network Expenses:
Network, other costs			n/a				n/a				(5,989	)			(7,584	)			n/a				n/a
Network, depreciation of property and equipment			n/a				n/a				(10,536	)			(9,533	)			n/a				n/a
Network, amortization of intangible assets			n/a				n/a				(366	)			(371	)			n/a				n/a
Network, impairment			n/a				n/a				(537	)			(143	)			n/a				n/a
Total Network Expenses			n/a				n/a				(17,428	)			(17,631	)			n/a				n/a
Total			93,098				86,958				21,224				17,821				12,849				2,554

 

¹ Non-GAAP financial measures are described below and reconciled to GAAP measures in the accompanying tables.

 

 

Notes:

 

1. Tucows reports all financial information required in conformity with United States generally accepted accounting principles (GAAP).

 

Along with this information, to assist financial statement users in an assessment of our historical performance, the Company discloses non-GAAP financial measures in press releases and on investor conference calls and related events, as the Company believes that the non-GAAP information enhances investors' overall understanding of our financial performance, and should be read in addition to, rather than instead of, the financial statements prepared in accordance with GAAP.

 

Non-GAAP financial measures do not reflect a comprehensive system of accounting and may differ from non-GAAP financial measures with the same or similar captions that are used by other companies and/or analysts and may differ from period to period. The Company endeavors to compensate for these limitations by providing the relevant disclosure of the items excluded in the calculation of Adjusted EBITDA to net income based on U.S. GAAP; Adjusted net income to GAAP net income; and adjusted basic earnings per share to GAAP basic earnings per share, which should be considered when evaluating the Company's results. Tucows strongly encourages investors to review its financial information in its entirety and not to rely on a single financial measure.

 

Adjusted EBITDA

 

The Company believes that the provision of this supplemental non-GAAP measure allows investors to evaluate the operational and financial performance of the Company’s core business using similar evaluation measures to those used by management. The Company uses Adjusted EBITDA to measure its performance and prepare its budgets. Since Adjusted EBITDA is a non-GAAP financial performance measure, the Company’s calculation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies; and should not be considered in isolation, as a substitute for, or superior to measures of financial performance prepared in accordance with GAAP. Because Adjusted EBITDA is calculated before certain recurring cash charges, including interest expense and taxes, and is not adjusted for capital expenditures or other recurring cash requirements of the business, it should not be considered as a liquidity measure.

 

The Company’s Adjusted EBITDA definition excludes depreciation, impairment and loss on disposition of property and equipment, amortization of intangible assets, income tax provision, interest expense (net), stock-based compensation, asset impairment, gains and losses from unrealized foreign currency transactions, loss on debt extinguishment and costs that are not indicative of on-going performance (profitability), including acquisition and transition costs. Gains and losses from unrealized foreign currency transactions removes the unrealized effect of the change in the mark-to-market values on outstanding unhedged foreign currency contracts, as well as the unrealized effect from the translation of monetary accounts denominated in non-U.S. dollars to U.S. dollars.

 

 

The following table reconciles net income (loss) to Adjusted EBITDA (in thousands of US dollars):

 

		3 Months ended December 31								12 Months ended December 31
		2024 (unaudited)				2023 (unaudited)				2024 (unaudited)				2023 (unaudited)
Net income (Loss) for the period			(45,287	)			(23,374	)			(112,672	)			(96,197	)
Less:
Provision (recovery) for income taxes			1,918				(1,316	)			7,986				(6,873	)
Depreciation of property and equipment			10,637				9,661				40,323				36,431
Impairment of property and equipment			21,074				143				21,979				4,822
Amortization of intangible assets			1,208				2,728				5,297				10,829
Interest expense, net			13,748				12,651				51,275				41,771
Loss on debt extinguishment			-				-				-				14,680
Stock-based compensation			1,638				1,528				7,021				8,134
Unrealized loss (gain) on foreign exchange revaluation of foreign denominated monetary assets and liabilities			(525	)			(316	)			(168	)			(62	)
Acquisition and transition costs*			8,438				849				13,876				1,916
Adjusted EBITDA			12,849				2,554				34,917				15,451

 

* Acquisition and transition costs represent transaction-related expenses and transitional expenses. Expenses include severance or transitional costs associated with department, operational or overall company restructuring efforts, including geographic alignments.

 

Adjusted Net Income and Adjusted Basic Earnings Per Common Share (Adjusted EPS)

 

The Company believes that the provision of this supplemental non-GAAP measure allows investors to best evaluate our operating results and understand the operating trends of our core business without the effect of acquisition and transition costs, impairment expenses and losses on extinguishment of debt. Acquisition and transition costs represent transaction-related expenses and transitional expenses. Expenses include severance or transitional costs associated with department, operational or overall company restructuring efforts, including geographic alignments. Since adjusted net income and adjusted EPS are non-GAAP financial performance measures, the Company’s calculation of adjusted net income and adjusted EPS may not be comparable to other similarly titled measures of other companies; and should not be considered in isolation, as a substitute for, or superior to measures of financial performance prepared in accordance with GAAP.

 

The Company’s adjusted net income and adjusted EPS definitions exclude from the calculation of reported GAAP net income and GAAP EPS, the effect of the following items: impairment of property and expenses, acquisition and transition costs (including restructuring charges) and loss on debt extinguishment.

 

 

The following table reconciles adjusted net income and adjusted EPS to GAAP net income (In thousands of US dollars, except Per Share data):

 

		3 Months ended December 31								12 Months ended December 31
		2024 (unaudited)				2023 (unaudited)				2024 (unaudited)				2023 (unaudited)
Net Income (Loss) for the period			(45,287	)			(23,374	)			(112,672	)			(96,197	)
Less:
Loss on debt extinguishment			-				-				-				14,680
Acquisition and transition costs*			8,438				849				13,876				1,916
Impairment of property and equipment			21,074				143				21,979				4,822
Adjusted Net Income (Loss)¹ for the period			(15,775	)			(22,382	)			(76,817	)			(74,779	)
Adjusted Basic Earnings (Loss) Per Common Share¹			(1.43	)			(2.05	)			(7.00	)			(6.88	)

 

* Acquisition and transition costs represent transaction-related expenses and transitional expenses. Expenses include severance or transitional costs associated with department, operational or overall company restructuring efforts, including geographic alignments.

 

Management Commentary

 

Concurrent with the dissemination of its quarterly financial results news release at 5:05 p.m. ET on Thursday, February 13, 2025, management’s pre-recorded audio commentary (and transcript), discussing the quarter and outlook for the Company will be posted to the Tucows website at http://www.tucows.com/investors/financials.

 

Following management’s prepared commentary, for the subsequent seven days, until Thursday, February 20, 2025, shareholders, analysts and prospective investors can submit questions to Tucows’ management at ir@tucows.com. Management will post responses to questions in an audio recording and transcript to the Company’s website athttp://www.tucows.com/investors/financials, on Tuesday, March 4, 2025, at approximately 5 p.m. ET. All questions will receive a response, however, questions of a more specific nature may be responded to directly.

 

About Tucows

 

Tucows helps connect more people to the benefit of internet access through communications service technology, domain services, and fiber-optic internet infrastructure. Ting (https://ting.com) delivers fixed fiber Internet access with outstanding customer support. Wavelo (https://wavelo.com) is a telecommunications software suite for service providers that simplifies the management of mobile and internet network access; provisioning, billing and subscription; developer tools; and more. Tucows Domains (https://tucowsdomains.com) manages approximately 25 million domain names and millions of value-added services through a global reseller network of over 35,000 web hosts and ISPs. Hover (https://hover.com) makes it easy for individuals and small businesses to manage their domain names and email addresses. More information can be found on Tucows’ corporate website (https://tucows.com).

 

 

Tucows, Ting, Wavelo, and Hover are registered trademarks of Tucows Inc. or its subsidiaries.

 

This release includes forward-looking statements as that term is defined in the U.S. Private Securities Litigation Reform Act of 1995, including statements regarding our expectations regarding our future financial results and, including, without limitation, our expectations regarding our ability to realize synergies from the Enom acquisition and our expectation for growth of Ting Internet. These statements are based on management’s current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Information about other potential factors that could affect Tucows’ business, results of operations and financial condition is included in the Risk Factors sections of Tucows’ filings with the Securities and Exchange Commission. All forward-looking statements should be evaluated with the understanding of their inherent uncertainty. All forward-looking statements are based on information available to Tucows as of the date they are made. Tucows assumes no obligation to update any forward-looking statements, except as may be required by law.

 

Contact:

Monica Webb

Vice President, Investor Relations

647.898.9924    

mwebb@tucows.com

 

v3.25.0.1

Document And Entity Information	Feb. 13, 2025
Document Information [Line Items]
Entity, Registrant Name	TUCOWS INC
Document, Type	8-K
Document, Period End Date	Feb. 13, 2025
Entity, Incorporation, State or Country Code	PA
Entity, File Number	0-28284
Entity, Tax Identification Number	23-2707366
Entity, Address, Address Line One	96 Mowat Avenue
Entity, Address, City or Town	Toronto
Entity, Address, State or Province	ON
Entity, Address, Country	CA
Entity, Address, Postal Zip Code	M6K 3M1
City Area Code	416
Local Phone Number	535-0123
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Title of 12(b) Security	Common Stock
Trading Symbol	TCX
Security Exchange Name	NASDAQ
Amendment Flag	false
Entity, Central Index Key	0000909494

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