UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________________________________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): March 16, 2017
TUCOWS INC.
(Exact Name of Registrant Specified in Charter)
| Pennsylvania | 0-28284 | 23-2707366 | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
96 Mowat Avenue, Toronto, Ontario, Canada |
M6K 3M1 |
|
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (416) 535-0123
| Not Applicable |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
□ 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))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On March 16, 2017, Michael Cooperman, Chief Financial Officer of Tucows, Inc. (the “Company”), notified the Company that he will retire from his role of Chief Financial Officer, effective April 1, 2017, after 18 years of service with the Company. Mr. Cooperman has agreed to remain in a senior advisory role with the Company and serve as a Strategic Advisor to ensure a smooth transition.
(c) On March 17, 2017, the Board of Directors of the Company appointed Dave Singh as Chief Financial Officer of the Company, effective April 1, 2017. Mr. Singh will serve in the capacity of both the principal financial officer and the principal accounting officer of the Company. Mr. Singh joined the Company in February 2016 and has served since that time as Vice President Finance of the Company.
Prior to joining the Company, Mr. Singh spent eight years at KPMG LLP in Vancouver, British Columbia, Canada, primarily focusing on public company audits in the technology field. After leaving KPMG LLP, Mr. Singh joined TELUS Communications (“TELUS”) and held progressive roles, including Director of TELUS Financial Reporting and Analysis, Director of Retail and most recently Chief Financial Officer of TELUS International, TELUS’ outsourcing division. Mr. Singh is a Chartered Professional Accountant with the Institute of Chartered Professional Accountants of BC. He is a graduate of the Transportation and Logistics Management program from the Sauder School of Business at the University of British Columbia and holds a joint Executive MBA from Schulich School of Business at Northwestern University.
Item 7.01. Regulation FD Disclosure.
On March 17, 2017, the Company issued a press release announcing the retirement of Mr. Cooperman as Chief Financial Officer of the Company and the appointment of Mr. Singh as Chief Financial Officer of the Company. The full text of such press release is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibit |
|
99.1 |
Press Release of Tucows Inc. dated March 17, 2017. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TUCOWS INC.
By: /s/ Michael Cooperman
Michael Cooperman
Chief Financial Officer
Dated: March 20, 2016
EXHIBIT INDEX
| Exhibit Number | Exhibit |
|
99.1 |
Press Release of Tucows Inc. dated March 17, 2017. |
Exhibit 99.1
Tucows Chief Financial Officer Michael Cooperman to Retire
– Dave Singh appointed CFO effective April 1 -
TORONTO, March 17, 2017 – Tucows Inc. (NASDAQ:TCX, TSX:TC), a provider of network access, domain names and other Internet services, announced today that Michael Cooperman, 65, will retire as Chief Financial Officer effective April 1, 2017 following 18-years of service with the Company. Cooperman will remain with the Company in a senior advisory role to ensure a seamless transition.
Tucows’ Board of Directors today appointed Dave Singh to succeed Mr. Cooperman as Executive Vice President and Chief Financial Officer. Mr. Singh has served as Vice President Finance at Tucows since February 2016.
“Mike and I have had a strong and fruitful working relationship for a number of years,” said Tucows President and CEO, Elliot Noss. “When Mike started in 1999, the goal was to see if we could monetize shareware distribution. Last month, we purchased an $80 million company and laid miles of optical fiber. We simply could not have had the success we have had without him. I am forever grateful for his partnership, wisdom and grit and for helping and supporting me when I most needed it.”
Noss added, “I am also very grateful that Mike has made it his responsibility to hand-pick, train and oversee his successor. As a result, we enter the Dave Singh era with the same confidence we have enjoyed for the past 18 years.”
“My career at Tucows has been a rewarding and enriching experience,” said Mike Cooperman, Tucows outgoing CFO. “The Company is in a strong position to continue growing and driving value for investors, and I am confident that Dave will continue to build on this momentum as CFO.”
Mr. Singh, 42, will report to Mr. Noss as Tucows CFO. Prior to joining Tucows, Mr. Singh spent eight years at KPMG in Vancouver, primarily focused on public company audits in the technology field. After KPMG, Mr. Singh joined TELUS and held a number of progressive roles, including Director of TELUS Financial Reporting and Analysis, Director of Retail and most recently CFO of TELUS International, TELUS’ outsourcing division.
Mr. Singh is a Chartered Professional Accountant with the Institute of Chartered Professional Accountants of BC. He is a graduate of the Transportation and Logistics Management program from the Sauder School of Business at the University of British Columbia and holds a joint Executive MBA from Schulich School of Business and Northwestern University.
About Tucows
Tucows is a provider of network access, domain names and other Internet services. Ting (https://ting.com) delivers mobile phone service and fixed Internet access with outstanding customer support. OpenSRS (http://opensrs.com) and Enom (http://www.enom.com) manage a combined 29 million domain names and millions of value-added services through a global reseller network of over 40,000 web hosts and ISPs. Hover (http://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 (http://tucows.com).
TUCOWS® is a registered trademark of Tucows Inc. or its subsidiaries. All other trademarks and service marks are the properties of their respective owners.
Contact:
Conrad Seguin
NATIONAL Equicom
(416) 586-1951
cseguin@national.ca