Acquisitions:

(a)

Blue Ridge Websoft

February 27, 2015,

Ting Fiber, Inc.,

one

of the Company

’s wholly owned subsidiaries, acquired a

70%

ownership interest in the newly formed Ting Virginia, LLC and its subsidiaries, Blue Ridge Websoft, LLC (doing business as Blue Ridge Internet Works), Fiber Roads, LLC and Navigator Network Services, LLC (the "BRI Group") for consideration of approximately

$3.5

million. Ting Virginia, LLC was an independent Internet service provider in Charlottesville, Virginia.

February 1, 2017,

under the terms of a call option in the agreement, Ting Fiber, Inc. acquired an additional

20%

interest in Ting Virginia, LLC from the selling shareholders (the “Minority Shareholders”) for consideration of

$2.0

million. The Company recorded the

$2.0

million payment as a reduction in the carrying value of Redeemable non-controlling interest. Following the exercise of the call option, the Minority Shareholders chose

not

to exercise their right to put their remaining

10%

interest in Ting Virginia, LLC to Ting Fiber, Inc. The Minority Shareholders retain the right, on the

fourth

anniversary of the closing date (

February 27, 2019),

to exercise their put option under which Ting Fiber, Inc. would be obligated to purchase their remaining

interest for

$120,000

per percentage point of the additional equity interest acquired.

The Company has determined that the put option is embedded within the non-controlling interest shares that are subject to the put options. The redemption feature requires classification of the Minority Shareholders

’ Interest in the Consolidated Balance Sheets outside of equity under the caption “Redeemable non-controlling interest”. As at

December 31, 2017,

the value of the Redeemable non-controlling interest is

$1.1

million and is being accreted to the redemption value of

$1.2

million through

February 27, 2019.

February 13, 2018,

the Company purchased the remaining

10%

ownership interest in Ting Virginia, LLC (Note

Subsequent events).

(b)

om, Incorporated

January 20, 2017,

the Company entered into a Stock Purchase Agreement (the “

Purchase Agreement”) with its indirect wholly owned subsidiary, Tucows (Emerald), LLC, Rightside Group, Ltd., and Rightside Operating Co., pursuant to which Tucows (Emerald), LLC purchased from Rightside Operating Co. all of the issued and outstanding capital stock of eNom, Incorporated (“eNom”), a domain name registrar business. The acquisition provides Tucows additional scale and efficiency opportunities across its domain registrar operations. The purchase price was

$77.8

million, which represented the agreed upon purchase of

$83.5

million less an amount of

$5.7

million related to the working capital deficiency acquired. The purchase price and the majority of the related acquisition costs was financed through borrowings under Facility D of the

2017

Amended Credit Facility agreement (note

The Company has prepared a

final purchase price allocation of the assets acquired and the liabilities assumed of eNom based on management’s best estimates of fair value. The final purchase price reflects the final appraisals, valuations and analyses of the fair value of the acquired assets and assumed liabilities.

The following table shows the

final allocation of the purchase price for eNom to the acquired identifiable assets and liabilities assumed:

Goodwil l	$	69,048,340
Cas h		1,594,217
Bran d		12,400,000
Developed technolog y		3,900,000
Customer relationship s		28,000,000
Prepaid domain registry fee s		70,643,994
Other asset s		10,170,789
Total asset s		195,757,340

Deferred Revenu e		(77,798,994	)
Deferred Tax Liabilitie s		(24,223,276	)
Other liabilitie s		(15,903,393	)
Total liabilitie s		(117,925,663	)

Consideration Pai d	$	77,831,677

As required by ASC

805,

Business Combinations, the Company has recorded deferred revenue at fair value at the acquisition date, which was determined by estimating the costs associated with customer support services and prepaid domain name registration fees to fulfill the contractual obligations over the remaining life of the contract at the acquisition date plus a normal profit margin.

The good

will related to this acquisition is primarily attributable to synergies expected to arise from the acquisition and is

not

deductible for tax purposes.

In connection with this acquisition, the Company incurred total acquisition related costs of

$0.3

million which is included in General & Administrative expenses in the Consolidated Statements of Comprehensive Income for the year ended

December 31, 2017 (

2016:

$0.5

million).

The amount of eNom

’s revenues and net income included in our Consolidated Statements of Comprehensive Income for the year ended

December 31, 2017

are

$110.8

million and

$5.1

million, respectively. The net income includes certain expenses that have been allocated to eNom’s results, as separately identifiable expenses are

not

available because of our continued efforts at fully integrating eNom’s operations within our combined company.

The following table presents selected unaudited pro forma information for the Company assuming the acquisition of eNom had occurred as of

January 1, 2016.

This unaudited pro forma information does

not

purport to represent what the Company

’s actual results would have been if the acquisition had occurred as of the date indicated or what results would be for any future periods.

	Unaudite d
	Twelve months ended December 31 ,
	201 7		201 6

Net revenue s	$	333,882,963	$	338,591,378
Net incom e		21,954,421		2,175,915

Basic earnings per common shar e		2.09		0.21
Diluted earnings per common shar e	$	2.04	$	0.21