Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 01, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000909494 | |
Entity Registrant Name | TUCOWS INC /PA/ | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-32600 | |
Entity Incorporation, State or Country Code | PA | |
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, Postal Zip Code | M6K 3M1 | |
City Area Code | 416 | |
Local Phone Number | 535-0123 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | TCX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,793,390 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 30,506 | $ 9,105 |
Accounts receivable, net of allowance for doubtful accounts of $736 as of September 30, 2022 and $541 as of December 31, 2021 | 14,718 | 14,579 |
Contract asset, current portion (note 10) | 3,451 | 778 |
Inventory | 5,888 | 3,277 |
Prepaid expenses and deposits | 18,627 | 20,986 |
Derivative instrument asset, current portion (note 5) | 2,015 | 299 |
Deferred costs of fulfillment, current portion (note 11) | 94,324 | 94,506 |
Income taxes recoverable | 2,745 | 3,474 |
Total current assets | 172,274 | 147,004 |
Contract asset, long-term portion (note 10) | 4,611 | 0 |
Deferred costs of fulfillment, long-term portion (note 11) | 17,602 | 18,205 |
Derivative instrument asset, long-term portion (note 5) | 0 | 278 |
Investments | 2,012 | 2,012 |
Deferred tax asset | 14 | 22 |
Property and equipment | 254,159 | 172,662 |
Right of use operating lease asset | 20,702 | 17,515 |
Contract costs | 1,687 | 1,079 |
Intangible assets (note 6) | 41,996 | 50,409 |
Goodwill (note 6) | 130,410 | 130,410 |
Total assets | 645,467 | 539,596 |
Current liabilities: | ||
Accounts payable | 18,538 | 10,016 |
Accrued liabilities | 17,196 | 15,240 |
Customer deposits | 14,773 | 16,974 |
Derivative instrument liability, current portion (note 5) | 1,989 | 125 |
Operating lease liability, current portion (note 12) | 4,591 | 3,150 |
Deferred revenue, current portion (note 10) | 124,468 | 124,116 |
Accreditation fees payable, current portion | 802 | 882 |
Income taxes payable | 1,642 | 102 |
Other current liabilities | 1,950 | 3,078 |
Total current liabilities | 185,949 | 173,683 |
Deferred revenue, long-term portion (note 10) | 22,664 | 23,677 |
Accreditation fees payable, long-term portion | 153 | 170 |
Operating lease liability, long-term portion (note 12) | 12,828 | 11,853 |
Loan payable, long-term portion (note 7) | 238,840 | 190,748 |
Redeemable Preferred Shares (note 18) | 60,516 | 0 |
Other long-term liability (note 4) | 0 | 1,804 |
Deferred tax liability | 18,966 | 22,569 |
Stockholders' equity (note 14) | ||
Preferred stock - no par value, 1,250,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock - no par value, 250,000,000 shares authorized; 10,790,630 shares issued and outstanding as of September 30, 2022 and 10,747,417 shares issued and outstanding as of December 31, 2021 | 31,035 | 28,515 |
Additional paid-in capital | 5,448 | 2,764 |
Retained earnings | 69,344 | 83,470 |
Accumulated other comprehensive income (note 5) | (276) | 343 |
Total stockholders' equity | 105,551 | 115,092 |
Total liabilities and stockholders' equity | $ 645,467 | $ 539,596 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ / shares in Thousands, $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accounts receivable, allowance for doubtful accounts | $ 736 | $ 541 |
Preferred stock, no par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 1,250,000 | 1,250,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, no par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 10,790,630 | 10,747,417 |
Common stock, shares outstanding (in shares) | 10,790,630 | 10,747,417 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net Revenues | $ 78,050 | $ 75,893 | $ 242,233 | $ 221,861 |
Cost of revenues (note 10) | ||||
Direct cost of revenues | 48,302 | 49,540 | 147,023 | 144,860 |
Network, other costs | 4,244 | 3,445 | 13,188 | 10,295 |
Network, depreciation of property and equipment | 7,136 | 4,622 | 19,620 | 12,344 |
Network, amortization of intangible assets (note 6) | 378 | 21 | 1,134 | 344 |
Network, impairment of property and equipment | 3 | 241 | 30 | 302 |
Total cost of revenues | 60,063 | 57,869 | 180,995 | 168,145 |
Gross profit | 17,987 | 18,024 | 61,238 | 53,716 |
Expenses: | ||||
Sales and marketing | 13,894 | 9,892 | 39,384 | 27,579 |
Technical operations and development | 2,983 | 3,742 | 10,212 | 10,044 |
General and administrative | 7,897 | 5,069 | 22,006 | 15,232 |
Depreciation of property and equipment | 149 | 136 | 443 | 384 |
Loss on disposition of property and equipment | (19) | 229 | 461 | 234 |
Amortization of intangible assets (note 6) | 2,464 | 2,267 | 7,394 | 6,909 |
Loss (gain) on currency forward contracts (note 5) | 0 | (87) | 0 | (277) |
Total expenses | 27,368 | 21,248 | 79,900 | 60,105 |
Income (Loss) from operations | (9,381) | (3,224) | (18,662) | (6,389) |
Other income (expenses): | ||||
Interest expense, net | (4,337) | (1,169) | (8,555) | (3,108) |
Gain on sale of Ting customer assets, net (note 17) | 4,737 | 5,564 | 14,009 | 15,767 |
Other expense, net | (27) | (95) | (128) | (274) |
Total other income (expenses) | 373 | 4,300 | 5,326 | 12,385 |
Income (Loss) before provision for income taxes | (9,008) | 1,076 | (13,336) | 5,996 |
Provision for income taxes (note 8) | (1,027) | (299) | 790 | 665 |
Net income for the period | (7,981) | 1,375 | (14,126) | 5,331 |
Other comprehensive income, net of tax | ||||
Unrealized income (loss) on hedging activities (note 5) | (1,674) | (501) | (510) | 115 |
Net amount reclassified to earnings (note 5) | (100) | (884) | (109) | (2,739) |
Other comprehensive income net of tax expense (recovery) of ($566) and ($419) for the three months ended September 30, 2022 and September 30, 2021, ($197) and ($794) for the nine months ended September 30, 2022 and September 30, 2021 (note 5) | (1,774) | (1,385) | (619) | (2,624) |
Comprehensive income, net of tax for the period | $ (9,755) | $ (10) | $ (14,745) | $ 2,707 |
Basic earnings/(loss) per common share (note 9) (in dollars per share) | $ (0.74) | $ 0.13 | $ (1.31) | $ 0.50 |
Shares used in computing basic earnings per common share (note 9) (in shares) | 10,779,348 | 10,679,309 | 10,766,657 | 10,643,798 |
Diluted earnings/(loss) per common share (note 9) (in dollars per share) | $ (0.74) | $ 0.13 | $ (1.31) | $ 0.49 |
Shares used in computing diluted earnings per common share (note 9) (in shares) | 10,779,348 | 10,819,716 | 10,766,657 | 10,800,361 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Income (Unaudited) (Parentheticals) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Other comprehensive income (loss), tax | $ (566) | $ (419) | $ (197) | $ (794) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Operating activities: | ||||
Net income/(loss) for the period | $ (7,981) | $ 1,375 | $ (14,126) | $ 5,331 |
Items not involving cash: | ||||
Depreciation of property and equipment | 7,285 | 4,758 | 20,063 | 12,728 |
Impairment of property and equipment | 3 | 241 | 30 | 302 |
Amortization of debt discount and issuance costs | 215 | 68 | 482 | 202 |
Amortization of intangible assets | 2,842 | 2,288 | 8,528 | 7,253 |
Net amortization contract costs | (136) | (189) | (608) | (444) |
Accretion of contingent consideration | 50 | 96 | 198 | 287 |
Deferred income taxes (recovery) | (1,658) | (488) | (3,397) | (1,368) |
Excess tax benefits on share-based compensation expense | (103) | (323) | (158) | (868) |
Net Right of use operating assets/Operating lease liability | (715) | (2,378) | (771) | (2,149) |
Loss on disposal of domain names | 0 | 0 | 2 | 1 |
Accretion of redeemable preferred shares | 1,250 | 0 | 1,250 | 0 |
Loss (gain) on change in the fair value of forward contracts | (135) | 249 | (135) | 606 |
Amortization of discontinued cash flow hedge from Accumulated other income | (254) | 0 | (254) | 0 |
Stock-based compensation | 1,569 | 1,126 | 4,396 | 3,357 |
Change in non-cash operating working capital: | ||||
Accounts receivable | (1,192) | (11) | (139) | 718 |
Contract assets | 892 | (2,783) | (7,284) | (2,783) |
Inventory | (1,092) | (275) | (2,611) | (1,236) |
Prepaid expenses and deposits | 684 | 918 | 2,359 | (1,874) |
Deferred costs of fulfillment | 1,915 | 1,442 | 785 | (2,130) |
Income taxes recoverable | 859 | 532 | 2,426 | (2,502) |
Accounts payable | 791 | 271 | 6,949 | 2,289 |
Accrued liabilities | (491) | (1,828) | 1,954 | 1,941 |
Customer deposits | (2,528) | (673) | (2,201) | (263) |
Deferred revenue | (3,050) | (2,873) | (666) | (258) |
Accreditation fees payable | (28) | (51) | (97) | (45) |
Net cash provided by (used in) operating activities | (1,008) | 1,492 | 16,975 | 19,095 |
Financing activities: | ||||
Proceeds received on exercise of stock options | 237 | 1,368 | 808 | 2,844 |
Proceeds from redeemable preferred shares | 60,000 | 0 | 60,000 | 0 |
Deferred Preferred Financing Costs | (754) | 0 | (754) | 0 |
Payment of tax obligations resulting from net exercise of stock options | 0 | (89) | 0 | (387) |
Contingent consideration for acquisitions | 0 | 0 | (3,125) | 0 |
Proceeds received on loan payable | 12,600 | 10,000 | 48,300 | 28,000 |
Payment of loan payable costs | (403) | 0 | (668) | 0 |
Net cash (used in) provided by financing activities | 71,680 | 11,279 | 104,561 | 30,457 |
Investing activities: | ||||
Additions to property and equipment | (46,676) | (14,488) | (100,018) | (50,093) |
Investment in securities | 0 | 0 | 0 | (2,012) |
Acquisition of intangible assets | 0 | (6) | (117) | (223) |
Net cash used in investing activities | (46,676) | (14,494) | (100,135) | (52,328) |
Increase (decrease) in cash and cash equivalents | 23,996 | (1,723) | 21,401 | (2,776) |
Cash and cash equivalents, beginning of period | 6,510 | 7,258 | 9,105 | 8,311 |
Cash and cash equivalents, end of period | 30,506 | 5,535 | 30,506 | 5,535 |
Supplemental cash flow information: | ||||
Interest paid | 3,005 | 1,144 | 6,891 | 3,083 |
Income taxes paid, net | 472 | 212 | 2,759 | 6,008 |
Supplementary disclosure of non-cash investing and financing activities: | ||||
Property and equipment acquired during the period not yet paid for | $ 1,671 | $ 1,772 | $ 1,671 | $ 1,772 |
Note 1 - Organization of the Co
Note 1 - Organization of the Company | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Tucows Inc. (referred to throughout this report as the “Company”, “Tucows”, “we”, “us” or through similar expressions) provides simple useful services that help people unlock the power of the Internet. The Company provides US consumers and small businesses with high-speed fixed Internet access in selected towns. The Company also offers platform services which provide solutions to support Communication Service Providers ("CSPs") including subscription and billing management, network orchestration and provisioning, individual developer tools, and other professional services. The Company is also a global distributor of Internet services, including domain name registration, digital certificates, and email. It provides these services primarily through a global Internet-based distribution network of Internet Service Providers, web hosting companies and other providers of Internet services to end-users. |
Note 2 - Basis of Presentation
Note 2 - Basis of Presentation | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | 2. The accompanying unaudited interim consolidated balance sheets, and the related consolidated statements of operations and comprehensive income and cash flows reflect all adjustments, consisting of normal recurring adjustments, that are, in the opinion of management, necessary for a fair presentation of the financial position of Tucows and its subsidiaries as at September 30, 2022 September 30, 2022 2021 10 not may The accompanying unaudited interim consolidated financial statements have been prepared by Tucows in accordance with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in the Company's annual audited consolidated financial statements and accompanying notes have been condensed or omitted. Other than the exception noted below, these interim consolidated financial statements and accompanying notes follow the same accounting policies and methods of application used in the annual financial statements and should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2021 2021 10 March 1, 2022 ( 2021 no three nine September 30, 2022 2021 except as described in Note 13 18 . |
Note 3 - Recent Accounting Pron
Note 3 - Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Accounting Standards Update and Change in Accounting Principle [Text Block] | 3. Recent Accounting Pronouncements Not None. |
Note 4 - Acquisitions
Note 4 - Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 4. On October 1, 2021, 3 2021 On November 8, 2021, one 3 2021 |
Note 5 - Derivative Instruments
Note 5 - Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 5. The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed by using derivative instruments are foreign exchange rate risk and interest rate risk. Since October 2012, May 2020, 2019 The Company does not one twelve June 2023. The Company has designated certain of these foreign exchange transactions as cash flow hedges of forecasted transactions under ASU 2017 12, Derivatives and Hedging 815 815” 815, September 30, 2022 December 31, 2021 no During the third 2022, As of September 30, 2022 815 As of December 31, 2021 815 As of September 30, 2022 Maturity date (Dollar amounts in thousands of U.S. dollars) Notional amount of U.S. dollars Weighted average exchange rate of U.S. dollars Fair value Asset October - December 2022 $ 14,897 1.2906 $ (971 ) January - March 2023 15,132 1.3283 (552 ) April - June 2023 13,074 1.3385 (364 ) July - September 2023 11,332 1.3633 (102 ) October - December 2023 10,150 1.3744 - $ 64,585 1.3351 $ (1,989 ) Fair value of derivative instruments and effect of derivative instruments on financial performance The effect of these derivative instruments on our consolidated financial statements were as follows (amounts presented do not Fair value of derivative instruments in the consolidated balance sheets Derivatives (Dollar amounts in thousands of U.S. dollars) Balance Sheet Location As of September 30, 2022 Fair Value Asset As of December 31, 2021 Fair Value Asset Foreign Currency forward contracts designated as cash flow hedges (net) Derivative instruments $ (1,989 ) $ 62 Interest rate swap contract discontinued as a cash flow hedge (net) Derivative instruments 2,015 $ 390 Total foreign currency and interest swap forward contracts (net) Derivative instruments $ 26 $ 452 Movement in accumulated other comprehensive income (AOCI) balance for the three September 30, 2022 (Dollar amounts in thousands of U.S. dollars) Gains and losses on cash flow hedges Tax impact Total AOCI Opening AOCI balance - June 30, 2022 $ 1,974 $ (476 ) $ 1,498 Other comprehensive income (loss) before reclassifications (2,209 ) 535 (1,674 ) Amount reclassified from AOCI 123 (30 ) 93 Amortization of discontinued cash flow hedge (254 ) 61 (193 ) Other comprehensive income (loss) for the three months ended September 30, 2022 (2,340 ) 566 (1,774 ) Ending AOCI Balance - September 30, 2022 $ (366 ) $ 90 $ (276 ) Movement in accumulated other comprehensive income (AOCI) balance for the nine September 30, 2022 (Dollar amounts in thousands of U.S. dollars) Gains and losses on cash flow hedges Tax impact Total AOCI Opening AOCI balance - December 31, 2021 $ 450 $ (107 ) $ 343 Other comprehensive income (loss) before reclassifications (673 ) 163 (510 ) Amount reclassified from AOCI 111 (27 ) 84 Amortization of discontinued cash flow hedge (254 ) 61 (193 ) Other comprehensive income (loss) for the nine months ended September 30, 2022 (816 ) 197 (619 ) Ending AOCI Balance - September 30, 2022 $ (366 ) $ 90 $ (276 ) Effects of derivative instruments on income and other comprehensive income (OCI) for the three September 30, 2022 2021 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative Location of Gain or (Loss) Reclassified from AOCI into Income Amount of Gain or (Loss) Reclassified from AOCI into Income Operating expenses $ (97 ) Foreign currency forward contracts for the three months ended September 30, 2022 $ (1,666 ) Cost of revenues $ (26 ) Interest rate swap contract for the three months ended September 30, 2022 $ (8 ) Interest expense, net $ 254 Operating expenses $ 967 Foreign currency forward contracts for the three months ended September 30, 2021 $ (466 ) Cost of revenues $ 219 Interest rate swap contract for the three months ended September 30, 2021 $ (35 ) Interest expense, net $ (36 ) Effects of derivative instruments on income and other comprehensive income (OCI) for the nine September 30, 2022 2021 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative Location of Gain or (Loss) Reclassified from AOCI into Income Amount of Gain or (Loss) Reclassified from AOCI into Income Operating expenses $ (145 ) Foreign currency forward contracts for the nine months ended September 30, 2022 $ (1,941 ) Cost of revenues $ (35 ) Interest rate swap contract for the nine months ended September 30, 2022 $ 1,431 Interest expense, net $ 323 Operating expenses $ 3,004 Foreign currency forward contracts for the nine months ended September 30, 2021 $ 42 Cost of revenues $ 643 Interest rate swap contract for the nine months ended September 30, 2021 $ 73 Interest expense, net $ (81 ) For those foreign currency forward contracts not Three Months Ended September 30, Nine Months Ended September 30, Forward currency contracts not designated as hedges: 2022 2021 2022 2021 Gain (loss) on settlement $ - $ 336 $ - $ 883 Gain (loss) on change in fair value $ - $ (249 ) $ - $ (606 ) - 87 - 277 For those interest rate swap contracts not Three Months Ended September 30, Nine Months Ended September 30, Interest rate swap contracts not designated as hedges: 2022 2021 2022 2021 Gain (loss) on matured swaps $ 254 $ - $ 254 $ - Gain (loss) on change in fair value on unsettled swaps $ 136 $ - $ 136 $ - 390 - 390 - |
Note 6 - Goodwill and Other Int
Note 6 - Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | 6. Goodwill: Goodwill represents the excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired and liabilities assumed in our acquisitions. The Company's Goodwill balance is $130.4 million as of September 30, 2022 December 31, 2021 nil Goodwill is not three nine September 30, 2022 2021 Other Intangible Assets: Intangible assets consist of acquired brand, technology, customer relationships, surname domain names, direct navigation domain names and network rights. The Company considers its intangible assets consisting of surname domain names and direct navigation domain names as indefinite life intangible assets. The Company has the exclusive right to these domain names as long as the annual renewal fees are paid to the applicable registry. Renewals occur routinely and at a nominal cost. The indefinite life intangible assets are not September 30, 2022 September 30, 2021 June 2006 Intangible assets, comprising brand, technology, customer relationships and network rights are being amortized on a straight-line basis over periods of two fifteen Net book value of acquired intangible assets consist of the following (Dollar amounts in thousands of U.S. dollars): Surname domain names Direct navigation domain names Brand Customer relationships Technology Network rights Total Amortization period indefinite life indefinite life 7 years 3 - 7 years 2 - 7 years 15 years Balances, June 30, 2022 $ 11,156 $ 1,133 $ 3,974 $ 24,461 $ 3,082 $ 1,032 $ 44,838 Acquisition of customer relationships - - - - - - - Amortization expense - - (518 ) (2,143 ) (156 ) (25 ) (2,842 ) Balances, September 30, 2022 $ 11,156 $ 1,133 $ 3,456 $ 22,318 $ 2,926 $ 1,007 $ 41,996 Surname domain names Direct navigation domain names Brand Customer relationships Technology Network rights Total Amortization period indefinite life indefinite life 7 years 3 - 7 years 2 - 7 years 15 years Balances, December 31, 2021 $ 11,156 $ 1,135 $ 5,010 $ 28,634 $ 3,392 $ 1,082 $ 50,409 Acquisition of customer relationships - - - 117 - - 117 Additions to/(disposals from) domain portfolio, net - (2 ) - - - - (2 ) Amortization expense - - (1,554 ) (6,433 ) (466 ) (75 ) (8,528 ) Balances, September 30, 2022 $ 11,156 $ 1,133 $ 3,456 $ 22,318 $ 2,926 $ 1,007 $ 41,996 The following table shows the estimated amortization expense for each of the next 5 no Year ending December 31, Remainder of 2022 $ 2,739 2023 10,102 2024 6,542 2025 4,398 2026 2,665 Thereafter 3,261 Total $ 29,707 |
Note 7 - Loan Payable
Note 7 - Loan Payable | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. Amended 2019 On June 14, 2019, 2019 2019 2017 In connection with the Amended 2019 December 31, 2019. The obligations of the Company under the Amended 2019 first four June 13, 2024. Second Amended 2019 On October 26, 2021, 2019 two 3.50x In connection with the Second Amended 2019 Third Amended 2019 On August 8, 2022, 18 June 14, 2024. four 4.00:1.00 September 29, 2023 3.75:1.00 3.00:1.00. may one three six Credit Facility Terms The Credit Facility is revolving with interest only payments with no The Amended Credit Facility Agreement contains customary representations and warranties, affirmative and negative covenants, and events of default. The Amended Credit Agreement was entered into in August 2022 four 4.00:1.00 September 29, 2023; ( 3.75:100 3.00:1.00. three nine September 30, 2022 three nine September 30, 2021 March 2022 13 Borrowings under the Amended Credit Agreement will accrue interest and standby fees based on the Company’s Total Funded Debt to Adjusted EBITDA ratio and the availment type as follows: If Total Funded Debt to EBITDA is: Availment type or fee Less than 1.75 Greater than or equal to 1.75 and less than 2.25 Greater than or equal to 2.25 and less than 2.75 Greater than or equal to 2.75 and less than 3.25 Greater than or equal to 3.25 and less than 3.75 Greater than or equal to 3.75 Canadian dollar borrowings based on Bankers’ Acceptance or U.S. dollar borrowings based on SOFR (Margin) 1.50 % 1.75 % 2.25 % 2.50 % 2.75 % 3.00 % Canadian or U.S. dollar borrowings based on Prime Rate or U.S. dollar borrowings based on Base Rate (Margin) 0.25 % 0.50 % 1.0 % 1.25 % 1.50 % 1.75 % Standby fees 0.30 % 0.35 % 0.45 % 0.50 % 0.55 % 0.60 % The following table summarizes the Company’s borrowings under the credit facilities (Dollar amounts in thousands of U.S. dollars): September 30, 2022 December 31, 2021 Revolver $ 239,700 $ 191,400 Less: unamortized debt discount and issuance costs (860 ) (652 ) Total loan payable 238,840 190,748 Less: loan payable, current portion - - Loan payable, long-term portion $ 238,840 $ 190,748 The following table summarizes our scheduled principal repayments as of September 30, 2022 Remainder of 2022 $ - 2023 - 2024 239,700 $ 239,700 |
Note 8 - Income Taxes
Note 8 - Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 8. The Company's provision for income taxes for interim periods is determined by using an estimated annual effective tax rate, adjusted for discrete items arising during the quarter. At each quarter, the Company updates the estimated annual effective tax rate and makes a year-to-date adjustment to the provision. The estimated annual effective tax rate is subject to volatility due to several factors, including accurately forecasting the Company's net income before tax and taxable income or loss and the mix of tax jurisdictions to which they relate, intercompany transactions, and changes in statutes, regulations, and case law. For the three September 30, 2022 December 31, 2022. three September 30, 2022 For the nine September 30, 2022 December 31, 2022. nine September 30, 2022 Comparatively, for the three September 30, 2021, December 31, 2021 ( 2021” No. 2016 09— 718 2016 09” Comparatively, for the nine September 30, 2021, 2021. 2016 09. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not not |
Note 9 - Basic and Diluted Earn
Note 9 - Basic and Diluted Earnings Per Common Share | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 9. The following table reconciles the numerators and denominators of the basic and diluted earnings per common share computation (Dollar amounts in thousands of US dollars, except for share data): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator for basic and diluted earnings per common share: Net income/(loss) for the period $ (7,981 ) $ 1,375 $ (14,126 ) $ 5,331 Denominator for basic and diluted earnings per common share: Basic weighted average number of common shares outstanding 10,779,348 10,679,309 10,766,657 10,643,798 Effect of outstanding stock options - 140,407 - 156,563 Diluted weighted average number of shares outstanding 10,779,348 10,819,716 10,766,657 10,800,361 Basic earnings (loss) per common share $ (0.74 ) $ 0.13 $ (1.31 ) $ 0.50 Diluted earnings (loss) per common share $ (0.74 ) $ 0.13 $ (1.31 ) $ 0.49 For the three nine September 30, 2022, For three September 30, 2021 92,470 not For the nine September 30, 2021, not |
Note 10 - Revenue
Note 10 - Revenue | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 10. Significant accounting policy The Company’s revenues are derived from (a) the provisioning of retail fiber Internet services through Ting, (b) the CSP solutions and professional services through Wavelo; and from (c) domain name registration contracts, other domain related value-added services, domain sale contracts, and other advertising revenue through Tucows Domains Services. Certain revenues are disclosed under Tucows Corporate as they are considered non-core business activities including Mobile Retail Services, Transition Services Agreement ("TSA") revenue and eliminations of intercompany revenue. Amounts received in advance of meeting the revenue recognition criteria described below are recorded as deferred revenue. All products are generally sold without the right of return or refund. Revenue is measured based on consideration specified in a contract with a customer and excludes any sales incentives and amounts collected on behalf of third In the third 2022, three no Nature of goods and services The following is a description of principal activities – separated by reportable segments – from which the Company generates its revenue. For more detailed information about reportable segments, see Note 13 (a) Ting The Company generates Ting revenues primarily through the provisioning of fixed high-speed Internet access, Ting Internet. Ting Internet contracts provide customers Internet access at their home or business through the installation and use of our fiber optic network. Ting Internet contracts are generally prepaid and grant customers with unlimited bandwidth based on a fixed price per month basis. Because consideration is collected before the service period, revenue is initially deferred and recognized as the Company performs its obligation to provide Internet access. Though the Company does not Ting Internet access services are primarily contracted through the Ting website, for one no In those cases, where payment is not not (b) Wavelo The Company generates Wavelo revenues by providing billing and provisioning platform services to Communication Service Providers ("CSPs") to whom we also provide other professional services. Platform service agreements contain both platform services and professional services. Platform services offer a variety of solutions that support CSPs, including subscription and billing management, network orchestration and provisioning, and individual developer tools. Consideration under platform service arrangements includes both a variable component that changes each month depending on the number of subscribers hosted on the platform, as well as fixed payments and credits. The Company recognizes variable subscriber fees, in excess of minimums, as the fees are invoiced. Platform services represent a single promise to provide continuous access (i.e. a stand-ready performance obligation) to the platform. As each month of providing access to the platform is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided, the performance obligation is comprised of a series of distinct service periods. Professional services provided under platform service arrangements can include implementation, training, consulting or software development/modification services. Revenues related to professional services are distinct from the other promises in the contract(s) and are recognized as the related services are performed. Consideration is allocated between the platform services and professional services performance obligations by estimating the standalone selling price (“SSP”) of each performance obligation. The Company estimates the SSP of professional services based on observable standalone sales. The SSP of platform services is derived using the residual approach by estimating the total contract consideration and subtracting the SSP of professional services. Total contract consideration is estimated at contract inception, considering any constraints that may Other professional services consist of professional service arrangements with platform services customers which are billed based on separate Statement of Work (“SOW”) arrangements for bespoke feature development. Revenues for professional services contracted through separate SOWs are recognized at a point-in-time when the final acceptance criteria have been met. (c) Tucows Domains Domain registration contracts, which can be purchased for terms of one ten Domain related value-added services like digital certifications, WHOIS privacy, website hosting and hosted email provide our resellers and retail registrant customers with tools and additional functionality to be used in conjunction with domain registrations. All domain related value-added services are considered distinct performance obligations which transfer the promised service to the customer over the contracted term. Fees charged to customers for domain related value-added services are collected at the inception of the contract, and revenue is recognized on a straight-line basis over the contracted term, consistent with the satisfaction of the performance obligations. The Company is an ICANN accredited registrar. Thus, the Company is the primary obligor with our reseller and retail registrant customers and is responsible for the fulfillment of our registrar services to those parties. As a result, the Company reports revenue in the amount of the fees we receive directly from our reseller and retail registrant customers. Our reseller customers maintain the primary obligor relationship with their retail customers, establish pricing and retain credit risk to those customers. Accordingly, the Company does not The Company also sells the rights to the Company’s portfolio domains or names acquired through the Company’s domain expiry stream. Revenue generated from sale of domain name contracts, containing a distinct performance obligation to transfer the domain name rights under the Company’s control, is generally recognized once the rights have been transferred and payment has been received in full. Advertising revenue is derived through domain parking monetization, whereby the Company contracts with third no Disaggregation of Revenue The following is a summary of the Company’s revenue earned from each significant revenue stream (Dollar amounts in thousands of U.S. dollars): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Ting: Fiber Internet Services $ 10,946 $ 6,391 $ 30,955 $ 17,021 Wavelo: Platform Services 4,048 3,845 18,115 7,217 Other Professional Services - - 1,750 - Total Wavelo 4,048 3,845 19,865 7,217 Tucows Domains Wholesale Domain Services 46,985 47,080 140,800 141,954 Value Added Services 4,883 4,862 16,129 15,424 Total Wholesale 51,868 51,942 156,929 157,378 Retail 8,413 8,787 25,961 26,837 Total Tucows Domains 60,281 60,729 182,890 184,215 Tucows Corporate: Mobile services and eliminations 2,775 4,928 8,523 13,408 $ 78,050 $ 75,893 $ 242,233 $ 221,861 During the three nine September 30, 2022 three nine September 30, 2021 no one 10% At September 30, 2022 one 37 % The following is a summary of the Company’s cost of revenue from each significant revenue stream (Dollar amounts in thousands of U.S. dollars): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Ting: Fiber Internet Services $ 4,290 $ 3,632 $ 12,746 $ 9,247 Wavelo: Platform Services 235 140 622 338 Other Professional Services - - 1,632 - Total Wavelo 235 140 2,254 338 Tucows Domains: Wholesale Domain Services 37,393 37,108 110,728 110,593 Value Added Services 613 690 1,912 1,867 Total Wholesale 38,006 37,798 112,640 112,460 Retail 4,105 4,455 12,383 13,354 Total Tucows Domains 42,111 42,253 125,023 125,814 Tucows Corporate: Mobile services and eliminations 1,666 3,515 7,000 9,461 Network Expenses: Network, other costs 4,244 3,445 13,188 10,295 Network, depreciation of property and equipment 7,136 4,622 19,620 12,344 Network, amortization of intangible assets 378 21 1,134 344 Network, impairment of property and equipment 3 241 30 302 Total Network Expenses 11,761 8,329 33,972 23,285 $ 60,063 $ 57,869 $ 180,995 $ 168,145 Contract Balances The following tables provide information about contract assets and contract liabilities (deferred revenue) from contracts with customers. The Company accounts for contract assets and liabilities on a contract-by-contract basis, with each contract presented as either a net contract asset or a net contract liability accordingly. Some of the Company’s long-term contracts with customers are billed in advance of service, such as domain contracts and some professional service contracts. Consideration received from customers related to performance obligations which have not Deferred revenue primarily relates to the portion of the transaction price received in advance related to the unexpired term of domain name registrations and other domain related value-added services, on both a wholesale and retail basis, net of external commissions. Significant changes in deferred revenue for the nine September 30, 2022 Deferred revenue: September 30, 2022 Balance, beginning of period $ 147,793 Deferred revenue 183,300 Recognized revenue (183,961 ) Balance, end of period $ 147,132 The Company receives consideration for long-term mobile platform service contracts, which we collect variably each month depending on the number of subscribers hosted on the platform (subject to certain minimums) as well as through certain fixed platform fees and credits. Contract assets are recorded for services delivered under long-term mobile platform services contracts, to the extent that the services delivered exceed the services which have been billed to the customer at the reporting date. Contract assets are transferred to receivables when the rights to consideration become unconditional. All contract assets transfer to receivables within three nine September 30, 2022 Contract assets : September 30, 2022 Balance, beginning of period $ 778 Consideration recognized as revenue 16,812 Transferred to receivables (9,528 ) Balance, end of period $ 8,062 Remaining Performance Obligations: For retail mobile and internet access services, where the performance obligation is part of contracts that have an original expected duration of one one not Although domain registration contracts are deferred over the lives of the individual contracts, which can range from one ten 80 twelve Deferred revenue related to Exact hosting contracts is also deferred over the lives of the individual contracts, which are expected to be fully recognized within the next twelve Professional service revenue related to platform services may not |
Note 11 - Costs to Obtain and F
Note 11 - Costs to Obtain and Fulfill a Contract | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Capitalized Contract Costs [Text Block] | 11. Deferred costs of fulfillment Deferred costs to fulfill contracts primarily consist of domain registration costs which have been paid to a domain registry, and are capitalized as deferred costs of fulfillment. These costs are deferred and amortized over the life of the domain which generally ranges from one ten nine September 30, 2022 no nine September 30, 2022 The breakdown of the movement in the deferred costs of fulfillment balance for the nine September 30, 2022 September 30, 2022 Balance, beginning of period $ 112,711 Deferral of costs 128,011 Recognized costs (128,796 ) Balance, end of period $ 111,926 |
Note 12 - Leases
Note 12 - Leases | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 12. We lease datacenters, corporate offices and fiber-optic cables under operating leases. The Company does not Our leases have remaining lease terms of 1 year to 20 years, some of which may may The components of lease expense were as follows (Dollar amounts in thousands of U.S. dollars): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2022 2021 2022 2021 Operating Lease Cost (leases with a total term greater than 12 months) $ 1,234 $ 674 $ 3,050 $ 1,812 Short-term Lease Cost (leases with a total term of 12 months or less) 72 21 156 103 Variable Lease Cost 267 179 523 421 Total Lease Cost $ 1,573 $ 874 $ 3,729 $ 2,336 Lease Cost is presented in general and administrative expenses and network expenses within our consolidated statements of operations and comprehensive income. Information related to leases was as follows (Dollar amounts in thousands of U.S. dollars): For the Three Months Ended September 30, For the Nine Months Ended September 30, Supplemental cashflow information: 2022 2021 2022 2021 Operating Lease - Operating Cash Flows (Fixed Payments) $ 1,697 $ 2,929 $ 3,571 $ 4,040 Operating Lease - Operating Cash Flows (Liability Reduction) $ 1,132 $ 590 $ 2,797 $ 1,538 New ROU Assets - Operating Leases $ 2,339 $ 4,188 $ 5,884 $ 6,751 Supplemental balance sheet information related to leases: September 30, 2022 December 31, 2021 Weighted Average Discount Rate 3.60 % 3.09 % Weighted Average Remaining Lease Term 6.71 yrs 7.74 yrs Maturity of lease liability as of September 30, 2022 September 30, 2022 Remaining of 2022 $ 1,267 2023 5,068 2024 4,268 2025 2,760 2026 1,664 Thereafter 4,119 Total future lease payments 19,145 Less imputed interest 1,726 Total $ 17,419 Operating lease payments include payments under the non-cancellable term, without any additional amounts related to options to extend lease terms that are reasonably certain of being exercised. As of September 30, 2022 not not The Company has elected to use the single exchange rate approach when accounting for lease modifications. Under the single exchange rate approach, the entire right of use asset is revalued at the date of modification in the Company’s functional currency provided the re-measurement is not |
Note 13 - Segment Reporting
Note 13 - Segment Reporting | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 13. Reportable operating segments: We are organized and managed based on three operating segments which are differentiated primarily by their services, the markets they serve and the regulatory environments in which they operate. No During the first 2022, three three The change to our reportable operating segments was the result of a shift in our business and management structures that was completed during the first 2022. first 2022, three not Our reportable operating segments and their principal activities consist of the following: 1. 2. 3. Our segmented results include shared services allocations, including a profit margin, from Tucows Corporate for Finance, Human Resources and other technical services, to the operating units. In addition, Wavelo charges Ting a subscriber based monthly charge services rendered. Financial impacts from these allocations and cross segment charges are eliminated as part of the Tucows Corporate results. Key measure of segment performance: The CEO, as the chief operating decision maker, regularly reviews the operations and performance by segment. The CEO reviews segment revenue, gross margin and adjusted EBITDA (as defined below) as (i) key measures of performance for each segment and (ii) to make decisions about the allocation of resources. Sales and marketing expenses, technical operations and development expenses and general and administrative expenses and not not not not "2021 10 Our key measures of segment performance and their definitions are: 1. 2. one not not Our comparative period financial results have also been reclassified to reflect the current key measures of segment performance. The Company believes that both segment gross margin and adjusted EBITDA measures are important indicators of the operational strength and performance of its segments, by identifying those items that are not not not "2021 10 Information by reportable segments (with the exception of disaggregated revenue, which is discussed in “Note 10 Reconciliation of Adjusted EBITDA to Income before Provision for Income Taxes Three Months Ended September 30, Nine Months Ended September 30, (In Thousands of US Dollars) 2022 2021 2022 2021 (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) Adjusted EBITDA $ 7,879 $ 12,205 $ 30,890 $ 36,083 Depreciation of property and equipment 7,285 4,758 20,063 12,728 Impairment and loss on disposition of property and equipment (16 ) 470 491 536 Amortization of intangible assets 2,842 2,288 8,528 7,253 Interest expense, net 4,337 1,169 8,555 3,108 Accretion of contingent consideration 50 96 198 287 Stock-based compensation 1,569 1,126 4,396 3,357 Unrealized loss (gain) on change in fair value of foreign currency forward contracts - 249 - 606 Unrealized loss (gain) on foreign exchange revaluation of foreign denominated monetary assets and liabilities 348 72 446 178 Acquisition and other costs 1 472 901 1,549 2,034 Income/(loss) before provision for income taxes $ (9,008 ) $ 1,076 $ (13,336 ) $ 5,996 1 November 2021. Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Three Months Ended September 30, 2022 Net Revenues $ 10,946 $ 4,048 $ 60,281 $ 2,775 $ 78,050 Direct cost of revenues 4,290 235 42,111 1,666 48,302 Segment Gross Margin 6,656 3,813 18,170 1,109 29,748 Adjusted EBITDA $ (5,040 ) $ (902 ) $ 10,385 $ 3,436 $ 7,879 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Three Months Ended September 30, 2021 Net Revenues $ 6,391 $ 3,845 $ 60,729 $ 4,928 $ 75,893 Direct cost of revenues 3,632 140 42,253 3,515 49,540 Segment Gross Margin 2,759 3,705 18,476 1,413 26,353 Adjusted EBITDA $ (5,490 ) $ 1,751 $ 11,473 $ 4,471 $ 12,205 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Nine Months Ended September 30, 2022 Net Revenues $ 30,955 $ 19,865 $ 182,890 $ 8,523 $ 242,233 Direct cost of revenues 12,746 2,254 125,023 7,000 147,023 Segment Gross Margin 18,209 17,611 57,867 1,523 95,210 Adjusted EBITDA $ (15,546 ) $ 5,017 $ 34,266 $ 7,153 $ 30,890 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Nine Months Ended September 30, 2021 Net Revenues $ 17,021 $ 7,217 $ 184,215 $ 13,408 $ 221,861 Direct cost of revenues 9,247 338 125,814 9,461 144,860 Segment Gross Margin 7,774 6,879 58,401 3,946 77,001 Adjusted EBITDA $ (14,008 ) $ 1,394 $ 36,790 $ 11,907 $ 36,083 (b) The following is a summary of the Company’s property and equipment by geographic region (Dollar amounts in thousands of US dollars): September 30, 2022 December 31, 2021 Canada $ 1,463 $ 1,994 United States 252,509 170,630 Europe 187 38 $ 254,159 $ 172,662 (c) The following is a summary of the Company’s amortizable intangible assets by geographic region (Dollar amounts in thousands of US dollars): September 30, 2022 December 31, 2021 Canada $ 3,123 $ 1,386 United States 26,524 36,732 Germany 60 - $ 29,707 $ 38,118 (d) Valuation and qualifying accounts (Dollar amounts in thousands of US dollars): Allowance for doubtful accounts Balance at beginning of period Charged to costs and expenses Write-offs during period Balance at end of period Nine Months Ended September 30, 2022 $ 541 $ 195 $ - $ 736 Twelve months ended December 31, 2021 $ 222 $ 319 $ - $ 541 |
Note 14 - Stockholders' Equity
Note 14 - Stockholders' Equity | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 14. The following table summarizes stockholders' equity transactions for the three nine September 30, 2022 ( Accumulated Additional other Total Common stock paid in Retained comprehensive stockholders' Number Amount capital earnings income (loss) equity Balances, June 30, 2022 10,768,747 $ 30,193 $ 4,484 $ 77,325 $ 1,498 $ 113,500 Exercise of stock options 14,142 354 (117 ) - - 237 Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration (1,193 ) - - - - - Stock-based compensation 8,934 488 1,081 - - 1,569 Net income - - - (7,981 ) - (7,981 ) Other comprehensive income (loss) - - - - (1,774 ) (1,774 ) Balances, September 30, 2022 10,790,630 $ 31,035 $ 5,448 $ 69,344 $ (276 ) $ 105,551 Accumulated Additional other Total Common stock paid in Retained comprehensive stockholders' Number Amount capital earnings income (loss) equity Balances, December 31, 2021 10,747,417 $ 28,515 $ 2,764 $ 83,470 $ 343 $ 115,092 Exercise of stock options 26,709 1,187 (379 ) - - 808 Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration (3,053 ) - - - - - Stock-based compensation 19,557 1,333 3,063 - - 4,396 Net income - - - (14,126 ) - (14,126 ) Other comprehensive income (loss) - - - - (619 ) (619 ) Balances, September 30, 2022 10,790,630 $ 31,035 $ 5,448 $ 69,344 $ (276 ) $ 105,551 2022 On February 10, 2022, February 11, 2022 February 10, 2023. three nine September 30, 2022 not 2021 On February 9, 2021, February 10, 2021 February 9, 2022. nine September 30, 2022 not three nine September 30, 2021 not 2020 On February 12, 2020, February 13, 2020 February 12, 2021. nine September 30, 2021, not |
Note 15 - Share-based Payments
Note 15 - Share-based Payments | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | 15. Stock options The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model. Because option-pricing models require the use of subjective assumptions, changes in these assumptions can materially affect the fair value of the options. The assumptions presented in the table below represent the weighted average of the applicable assumption used to value stock options at their grant date. The Company calculates expected volatility based on historical volatility of the Company's common shares. The expected term, which represents the period of time that options granted are expected to be outstanding, is estimated based on historical exercise experience. The Company evaluated historical exercise behavior when determining the expected term assumptions. The risk-free rate assumed in valuing the options is based on the U.S. Treasury yield curve in effect at the time of grant for the expected term of the option. The Company determines the expected dividend yield percentage by dividing the expected annual dividend by the market price of Tucows Inc. common shares at the date of grant. Details of stock option transactions for the three September 30, 2022 September 30, 2021 Three Months Ended September 30, 2022 Three Months Ended September 30, 2021 Number of shares Weighted average exercise price per share Number of shares Weighted average exercise price per share Outstanding, beginning of period 1,070,045 59.88 991,097 $ 61.81 Granted 24,500 43.80 26,675 76.93 Exercised (14,142 ) 20.53 (46,803 ) 46.47 Forfeited (4,414 ) 66.32 (14,087 ) 68.95 Expired (21,312 ) 57.96 (648 ) 56.40 Outstanding, end of period 1,054,677 60.04 956,234 62.88 Options exercisable, end of period 533,395 $ 61.51 470,317 $ 54.87 Details of stock option transactions for the nine September 30, 2022 September 30, 2021 Nine Months Ended September 30, 2022 Nine Months Ended September 30, 2021 Number of shares Weighted average exercise price per share Number of shares Weighted average exercise price per share Outstanding, beginning of period 904,151 $ 64.36 845,020 $ 55.31 Granted 242,980 43.09 265,725 79.18 Exercised (26,709 ) 37.53 (120,828 ) 45.36 Forfeited (35,808 ) 72.22 (31,649 ) 64.54 Expired (29,937 ) 58.25 (2,034 ) 60.17 Outstanding, end of period 1,054,677 60.04 956,234 62.88 Options exercisable, end of period 533,395 $ 61.51 470,317 $ 54.87 As of September 30, 2022 Options outstanding Options exercisable Exercise price Number outstanding Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Number exercisable Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value $21.10 - $21.10 13,750 21.10 0.3 224 13,750 21.10 0.3 224 $40.04 - $48.00 245,230 42.39 6.4 - 7,000 47.29 2.3 - $51.82 - $59.98 199,883 55.72 2.0 - 194,333 55.72 1.9 - $60.01 - $68.41 321,827 62.06 3.8 - 225,394 62.66 3.6 - $70.13 - $79.51 257,487 78.41 5.5 - 89,168 77.75 5.1 - $80.61 - $82.07 16,500 81.27 6.0 - 3,750 82.07 6.1 - 1,054,677 $ 60.04 4.5 $ 224 533,395 $ 61.51 3.1 $ 224 Total unrecognized compensation cost relating to unvested stock options at September 30, 2022 mately $13.8 of 2.5 The Company recorded stock-based compensation of $1.6 million for the three September 30, 2022 three September 30, 2021 The Company recorded stock-based compensation of $4.4 million for the nine September 30, 2022 nine September 30, 2021 The Company has not |
Note 16 - Fair Value Measuremen
Note 16 - Fair Value Measurement | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 16. For financial assets and liabilities recorded in our financial statements at fair value we utilize a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three 1 2 3 Equity investments without readily determinable fair value include ownership rights that do not The following table provides a summary of the fair values of the Company’s derivative instruments measured at fair value on a recurring basis as at September 30, 2022 September 30, 2022 Fair Value Measurement Using Assets Level 1 Level 2 Level 3 at Fair value Derivative instrument asset, net $ - $ 26 $ - $ 26 Total asset, net $ - $ 26 $ - $ 26 The following table provides a summary of the fair values of the Company’s derivative instruments measured at fair value on a recurring basis as at December 31, 2021 December 31, 2021 Fair Value Measurement Using Assets Level 1 Level 2 Level 3 at Fair value Derivative instrument asset, net $ - $ 452 $ - $ 452 Total assets, net $ - $ 452 $ - $ 452 |
Note 17 - Other Income
Note 17 - Other Income | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Other Income and Other Expense Disclosure [Text Block] | 17. On August 1, 2020, one $4.7 three September 30, 2022 2021 $14 nine September 30, 2022 2021 (Dollar amounts in thousands of U.S. dollars) Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Income earned on sale of Transferred Assets $ 4,737 $ 5,564 $ 14,009 $ 15,767 Gain on sale of Ting Customer Assets $ 4,737 $ 5,564 $ 14,009 $ 15,767 |
Note 18 - Redeemable Preferred
Note 18 - Redeemable Preferred Shares | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Redeemable Preferred Shares [Policy Text Block] | 18. The Company entered into a Series A Preferred Unit Purchase Agreement (the “Unit Purchase Agreement”) with Generate TF Holdings, LLC, a Delaware limited liability company (“Generate”) on August 8, 2022 ( August 11, 2022 ( third three may first two not second fourth six not 50 The Company's Amended and Restated Limited Liability Company Agreement (the "LLC Agreement"), in the event that (i) the Company fails to pay the preferred return for two not Under the terms of the LLC Agreement, the Company is mandatorily required to redeem the redeemable preferred shares prior to the earliest of (i) a sale of the Company, (ii) a public offering, (iii) an event of default (or similar term) by Tucows Inc. or any of its affiliates under, (iv) a material breach if not two six sixth August 10, 2028 three nine September 30, 2022, The Company incurred $0.8 million of legal fees related to the redeemable preferred share issuance, which have been reflected as a reduction to the carrying amount of the redeemable preferred unit balance and will be amortized to interest expense, net in the accompanying consolidated statements of operations and comprehensive income (loss) over the expected six The redeemable preferred units have an aggregate liquidation preference of $60 million, plus any accrued and unpaid preferred return thereon, plus a Make-Whole Premium should redemption occur before the fourth The following table summarizes the Company’s borrowings under the preferred share agreement (Dollar amounts in thousands of U.S. dollars): September 30, 2022 December 31, 2021 Opening Balance $ 60,000 $ - Add: Accretion of redeemable preferred shares 1,250 Less: Deferred Preferred Financing Costs (734 ) - Total Redeemable Preferred Shares $ 60,516 $ - The following table summarizes our scheduled repayments as of September 30, 2022 ( Remainder of 2022 $ - 2023 - 2024 4,788 2025 12,309 2026 and thereafter 113,070 $ 130,167 |
Note 19 - Contingencies
Note 19 - Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 19. From time to time, the Company has legal claims and lawsuits in connection with its ordinary business operations. The Company vigorously defends such claims. While the final outcome with respect to any actions or claims outstanding or pending as of September 30, 2022 not |
Note 5 - Derivative Instrumen_2
Note 5 - Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Derivative Instruments [Table Text Block] | Maturity date (Dollar amounts in thousands of U.S. dollars) Notional amount of U.S. dollars Weighted average exchange rate of U.S. dollars Fair value Asset October - December 2022 $ 14,897 1.2906 $ (971 ) January - March 2023 15,132 1.3283 (552 ) April - June 2023 13,074 1.3385 (364 ) July - September 2023 11,332 1.3633 (102 ) October - December 2023 10,150 1.3744 - $ 64,585 1.3351 $ (1,989 ) |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | Derivatives (Dollar amounts in thousands of U.S. dollars) Balance Sheet Location As of September 30, 2022 Fair Value Asset As of December 31, 2021 Fair Value Asset Foreign Currency forward contracts designated as cash flow hedges (net) Derivative instruments $ (1,989 ) $ 62 Interest rate swap contract discontinued as a cash flow hedge (net) Derivative instruments 2,015 $ 390 Total foreign currency and interest swap forward contracts (net) Derivative instruments $ 26 $ 452 |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Gains and losses on cash flow hedges Tax impact Total AOCI Opening AOCI balance - June 30, 2022 $ 1,974 $ (476 ) $ 1,498 Other comprehensive income (loss) before reclassifications (2,209 ) 535 (1,674 ) Amount reclassified from AOCI 123 (30 ) 93 Amortization of discontinued cash flow hedge (254 ) 61 (193 ) Other comprehensive income (loss) for the three months ended September 30, 2022 (2,340 ) 566 (1,774 ) Ending AOCI Balance - September 30, 2022 $ (366 ) $ 90 $ (276 ) Gains and losses on cash flow hedges Tax impact Total AOCI Opening AOCI balance - December 31, 2021 $ 450 $ (107 ) $ 343 Other comprehensive income (loss) before reclassifications (673 ) 163 (510 ) Amount reclassified from AOCI 111 (27 ) 84 Amortization of discontinued cash flow hedge (254 ) 61 (193 ) Other comprehensive income (loss) for the nine months ended September 30, 2022 (816 ) 197 (619 ) Ending AOCI Balance - September 30, 2022 $ (366 ) $ 90 $ (276 ) Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative Location of Gain or (Loss) Reclassified from AOCI into Income Amount of Gain or (Loss) Reclassified from AOCI into Income Operating expenses $ (97 ) Foreign currency forward contracts for the three months ended September 30, 2022 $ (1,666 ) Cost of revenues $ (26 ) Interest rate swap contract for the three months ended September 30, 2022 $ (8 ) Interest expense, net $ 254 Operating expenses $ 967 Foreign currency forward contracts for the three months ended September 30, 2021 $ (466 ) Cost of revenues $ 219 Interest rate swap contract for the three months ended September 30, 2021 $ (35 ) Interest expense, net $ (36 ) Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative Location of Gain or (Loss) Reclassified from AOCI into Income Amount of Gain or (Loss) Reclassified from AOCI into Income Operating expenses $ (145 ) Foreign currency forward contracts for the nine months ended September 30, 2022 $ (1,941 ) Cost of revenues $ (35 ) Interest rate swap contract for the nine months ended September 30, 2022 $ 1,431 Interest expense, net $ 323 Operating expenses $ 3,004 Foreign currency forward contracts for the nine months ended September 30, 2021 $ 42 Cost of revenues $ 643 Interest rate swap contract for the nine months ended September 30, 2021 $ 73 Interest expense, net $ (81 ) |
Derivatives Not Designated as Hedging Instruments [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, Forward currency contracts not designated as hedges: 2022 2021 2022 2021 Gain (loss) on settlement $ - $ 336 $ - $ 883 Gain (loss) on change in fair value $ - $ (249 ) $ - $ (606 ) - 87 - 277 Three Months Ended September 30, Nine Months Ended September 30, Interest rate swap contracts not designated as hedges: 2022 2021 2022 2021 Gain (loss) on matured swaps $ 254 $ - $ 254 $ - Gain (loss) on change in fair value on unsettled swaps $ 136 $ - $ 136 $ - 390 - 390 - |
Note 6 - Goodwill and Other I_2
Note 6 - Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | Surname domain names Direct navigation domain names Brand Customer relationships Technology Network rights Total Amortization period indefinite life indefinite life 7 years 3 - 7 years 2 - 7 years 15 years Balances, June 30, 2022 $ 11,156 $ 1,133 $ 3,974 $ 24,461 $ 3,082 $ 1,032 $ 44,838 Acquisition of customer relationships - - - - - - - Amortization expense - - (518 ) (2,143 ) (156 ) (25 ) (2,842 ) Balances, September 30, 2022 $ 11,156 $ 1,133 $ 3,456 $ 22,318 $ 2,926 $ 1,007 $ 41,996 Surname domain names Direct navigation domain names Brand Customer relationships Technology Network rights Total Amortization period indefinite life indefinite life 7 years 3 - 7 years 2 - 7 years 15 years Balances, December 31, 2021 $ 11,156 $ 1,135 $ 5,010 $ 28,634 $ 3,392 $ 1,082 $ 50,409 Acquisition of customer relationships - - - 117 - - 117 Additions to/(disposals from) domain portfolio, net - (2 ) - - - - (2 ) Amortization expense - - (1,554 ) (6,433 ) (466 ) (75 ) (8,528 ) Balances, September 30, 2022 $ 11,156 $ 1,133 $ 3,456 $ 22,318 $ 2,926 $ 1,007 $ 41,996 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year ending December 31, Remainder of 2022 $ 2,739 2023 10,102 2024 6,542 2025 4,398 2026 2,665 Thereafter 3,261 Total $ 29,707 |
Note 7 - Loan Payable (Tables)
Note 7 - Loan Payable (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Standby Fees Based on Total Funded Debt to EBITDA Ratio [Table Text Block] | If Total Funded Debt to EBITDA is: Availment type or fee Less than 1.75 Greater than or equal to 1.75 and less than 2.25 Greater than or equal to 2.25 and less than 2.75 Greater than or equal to 2.75 and less than 3.25 Greater than or equal to 3.25 and less than 3.75 Greater than or equal to 3.75 Canadian dollar borrowings based on Bankers’ Acceptance or U.S. dollar borrowings based on SOFR (Margin) 1.50 % 1.75 % 2.25 % 2.50 % 2.75 % 3.00 % Canadian or U.S. dollar borrowings based on Prime Rate or U.S. dollar borrowings based on Base Rate (Margin) 0.25 % 0.50 % 1.0 % 1.25 % 1.50 % 1.75 % Standby fees 0.30 % 0.35 % 0.45 % 0.50 % 0.55 % 0.60 % |
Schedule of Debt [Table Text Block] | September 30, 2022 December 31, 2021 Revolver $ 239,700 $ 191,400 Less: unamortized debt discount and issuance costs (860 ) (652 ) Total loan payable 238,840 190,748 Less: loan payable, current portion - - Loan payable, long-term portion $ 238,840 $ 190,748 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Remainder of 2022 $ - 2023 - 2024 239,700 $ 239,700 |
Note 9 - Basic and Diluted Ea_2
Note 9 - Basic and Diluted Earnings Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator for basic and diluted earnings per common share: Net income/(loss) for the period $ (7,981 ) $ 1,375 $ (14,126 ) $ 5,331 Denominator for basic and diluted earnings per common share: Basic weighted average number of common shares outstanding 10,779,348 10,679,309 10,766,657 10,643,798 Effect of outstanding stock options - 140,407 - 156,563 Diluted weighted average number of shares outstanding 10,779,348 10,819,716 10,766,657 10,800,361 Basic earnings (loss) per common share $ (0.74 ) $ 0.13 $ (1.31 ) $ 0.50 Diluted earnings (loss) per common share $ (0.74 ) $ 0.13 $ (1.31 ) $ 0.49 |
Note 10 - Revenue (Tables)
Note 10 - Revenue (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Ting: Fiber Internet Services $ 10,946 $ 6,391 $ 30,955 $ 17,021 Wavelo: Platform Services 4,048 3,845 18,115 7,217 Other Professional Services - - 1,750 - Total Wavelo 4,048 3,845 19,865 7,217 Tucows Domains Wholesale Domain Services 46,985 47,080 140,800 141,954 Value Added Services 4,883 4,862 16,129 15,424 Total Wholesale 51,868 51,942 156,929 157,378 Retail 8,413 8,787 25,961 26,837 Total Tucows Domains 60,281 60,729 182,890 184,215 Tucows Corporate: Mobile services and eliminations 2,775 4,928 8,523 13,408 $ 78,050 $ 75,893 $ 242,233 $ 221,861 |
Schedule of Cost of Revenues by Revenue Stream [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Ting: Fiber Internet Services $ 4,290 $ 3,632 $ 12,746 $ 9,247 Wavelo: Platform Services 235 140 622 338 Other Professional Services - - 1,632 - Total Wavelo 235 140 2,254 338 Tucows Domains: Wholesale Domain Services 37,393 37,108 110,728 110,593 Value Added Services 613 690 1,912 1,867 Total Wholesale 38,006 37,798 112,640 112,460 Retail 4,105 4,455 12,383 13,354 Total Tucows Domains 42,111 42,253 125,023 125,814 Tucows Corporate: Mobile services and eliminations 1,666 3,515 7,000 9,461 Network Expenses: Network, other costs 4,244 3,445 13,188 10,295 Network, depreciation of property and equipment 7,136 4,622 19,620 12,344 Network, amortization of intangible assets 378 21 1,134 344 Network, impairment of property and equipment 3 241 30 302 Total Network Expenses 11,761 8,329 33,972 23,285 $ 60,063 $ 57,869 $ 180,995 $ 168,145 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | September 30, 2022 Balance, beginning of period $ 147,793 Deferred revenue 183,300 Recognized revenue (183,961 ) Balance, end of period $ 147,132 September 30, 2022 Balance, beginning of period $ 778 Consideration recognized as revenue 16,812 Transferred to receivables (9,528 ) Balance, end of period $ 8,062 |
Note 11 - Costs to Obtain and_2
Note 11 - Costs to Obtain and Fulfill a Contract (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Capitalized Contract Cost [Table Text Block] | September 30, 2022 Balance, beginning of period $ 112,711 Deferral of costs 128,011 Recognized costs (128,796 ) Balance, end of period $ 111,926 |
Note 12 - Leases (Tables)
Note 12 - Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | For the Three Months Ended September 30, For the Nine Months Ended September 30, 2022 2021 2022 2021 Operating Lease Cost (leases with a total term greater than 12 months) $ 1,234 $ 674 $ 3,050 $ 1,812 Short-term Lease Cost (leases with a total term of 12 months or less) 72 21 156 103 Variable Lease Cost 267 179 523 421 Total Lease Cost $ 1,573 $ 874 $ 3,729 $ 2,336 For the Three Months Ended September 30, For the Nine Months Ended September 30, Supplemental cashflow information: 2022 2021 2022 2021 Operating Lease - Operating Cash Flows (Fixed Payments) $ 1,697 $ 2,929 $ 3,571 $ 4,040 Operating Lease - Operating Cash Flows (Liability Reduction) $ 1,132 $ 590 $ 2,797 $ 1,538 New ROU Assets - Operating Leases $ 2,339 $ 4,188 $ 5,884 $ 6,751 Supplemental balance sheet information related to leases: September 30, 2022 December 31, 2021 Weighted Average Discount Rate 3.60 % 3.09 % Weighted Average Remaining Lease Term 6.71 yrs 7.74 yrs |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | September 30, 2022 Remaining of 2022 $ 1,267 2023 5,068 2024 4,268 2025 2,760 2026 1,664 Thereafter 4,119 Total future lease payments 19,145 Less imputed interest 1,726 Total $ 17,419 |
Note 13 - Segment Reporting (Ta
Note 13 - Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Condensed Income Statement [Table Text Block] | Reconciliation of Adjusted EBITDA to Income before Provision for Income Taxes Three Months Ended September 30, Nine Months Ended September 30, (In Thousands of US Dollars) 2022 2021 2022 2021 (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) Adjusted EBITDA $ 7,879 $ 12,205 $ 30,890 $ 36,083 Depreciation of property and equipment 7,285 4,758 20,063 12,728 Impairment and loss on disposition of property and equipment (16 ) 470 491 536 Amortization of intangible assets 2,842 2,288 8,528 7,253 Interest expense, net 4,337 1,169 8,555 3,108 Accretion of contingent consideration 50 96 198 287 Stock-based compensation 1,569 1,126 4,396 3,357 Unrealized loss (gain) on change in fair value of foreign currency forward contracts - 249 - 606 Unrealized loss (gain) on foreign exchange revaluation of foreign denominated monetary assets and liabilities 348 72 446 178 Acquisition and other costs 1 472 901 1,549 2,034 Income/(loss) before provision for income taxes $ (9,008 ) $ 1,076 $ (13,336 ) $ 5,996 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Three Months Ended September 30, 2022 Net Revenues $ 10,946 $ 4,048 $ 60,281 $ 2,775 $ 78,050 Direct cost of revenues 4,290 235 42,111 1,666 48,302 Segment Gross Margin 6,656 3,813 18,170 1,109 29,748 Adjusted EBITDA $ (5,040 ) $ (902 ) $ 10,385 $ 3,436 $ 7,879 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Three Months Ended September 30, 2021 Net Revenues $ 6,391 $ 3,845 $ 60,729 $ 4,928 $ 75,893 Direct cost of revenues 3,632 140 42,253 3,515 49,540 Segment Gross Margin 2,759 3,705 18,476 1,413 26,353 Adjusted EBITDA $ (5,490 ) $ 1,751 $ 11,473 $ 4,471 $ 12,205 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Nine Months Ended September 30, 2022 Net Revenues $ 30,955 $ 19,865 $ 182,890 $ 8,523 $ 242,233 Direct cost of revenues 12,746 2,254 125,023 7,000 147,023 Segment Gross Margin 18,209 17,611 57,867 1,523 95,210 Adjusted EBITDA $ (15,546 ) $ 5,017 $ 34,266 $ 7,153 $ 30,890 Ting Wavelo Tucows Domains Tucows Corporate Consolidated Totals For the Nine Months Ended September 30, 2021 Net Revenues $ 17,021 $ 7,217 $ 184,215 $ 13,408 $ 221,861 Direct cost of revenues 9,247 338 125,814 9,461 144,860 Segment Gross Margin 7,774 6,879 58,401 3,946 77,001 Adjusted EBITDA $ (14,008 ) $ 1,394 $ 36,790 $ 11,907 $ 36,083 |
Schedule of Property Plant and Equipment by Geographic Region [Table Text Block] | September 30, 2022 December 31, 2021 Canada $ 1,463 $ 1,994 United States 252,509 170,630 Europe 187 38 $ 254,159 $ 172,662 |
Schedule of Acquired Intangible Assets by Major Class [Table Text Block] | September 30, 2022 December 31, 2021 Canada $ 3,123 $ 1,386 United States 26,524 36,732 Germany 60 - $ 29,707 $ 38,118 |
Financing Receivable, Allowance for Credit Loss [Table Text Block] | Allowance for doubtful accounts Balance at beginning of period Charged to costs and expenses Write-offs during period Balance at end of period Nine Months Ended September 30, 2022 $ 541 $ 195 $ - $ 736 Twelve months ended December 31, 2021 $ 222 $ 319 $ - $ 541 |
Note 14 - Stockholders' Equity
Note 14 - Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Stockholders Equity [Table Text Block] | Accumulated Additional other Total Common stock paid in Retained comprehensive stockholders' Number Amount capital earnings income (loss) equity Balances, June 30, 2022 10,768,747 $ 30,193 $ 4,484 $ 77,325 $ 1,498 $ 113,500 Exercise of stock options 14,142 354 (117 ) - - 237 Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration (1,193 ) - - - - - Stock-based compensation 8,934 488 1,081 - - 1,569 Net income - - - (7,981 ) - (7,981 ) Other comprehensive income (loss) - - - - (1,774 ) (1,774 ) Balances, September 30, 2022 10,790,630 $ 31,035 $ 5,448 $ 69,344 $ (276 ) $ 105,551 Accumulated Additional other Total Common stock paid in Retained comprehensive stockholders' Number Amount capital earnings income (loss) equity Balances, December 31, 2021 10,747,417 $ 28,515 $ 2,764 $ 83,470 $ 343 $ 115,092 Exercise of stock options 26,709 1,187 (379 ) - - 808 Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration (3,053 ) - - - - - Stock-based compensation 19,557 1,333 3,063 - - 4,396 Net income - - - (14,126 ) - (14,126 ) Other comprehensive income (loss) - - - - (619 ) (619 ) Balances, September 30, 2022 10,790,630 $ 31,035 $ 5,448 $ 69,344 $ (276 ) $ 105,551 |
Note 15 - Share-based Payments
Note 15 - Share-based Payments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Three Months Ended September 30, 2022 Three Months Ended September 30, 2021 Number of shares Weighted average exercise price per share Number of shares Weighted average exercise price per share Outstanding, beginning of period 1,070,045 59.88 991,097 $ 61.81 Granted 24,500 43.80 26,675 76.93 Exercised (14,142 ) 20.53 (46,803 ) 46.47 Forfeited (4,414 ) 66.32 (14,087 ) 68.95 Expired (21,312 ) 57.96 (648 ) 56.40 Outstanding, end of period 1,054,677 60.04 956,234 62.88 Options exercisable, end of period 533,395 $ 61.51 470,317 $ 54.87 Nine Months Ended September 30, 2022 Nine Months Ended September 30, 2021 Number of shares Weighted average exercise price per share Number of shares Weighted average exercise price per share Outstanding, beginning of period 904,151 $ 64.36 845,020 $ 55.31 Granted 242,980 43.09 265,725 79.18 Exercised (26,709 ) 37.53 (120,828 ) 45.36 Forfeited (35,808 ) 72.22 (31,649 ) 64.54 Expired (29,937 ) 58.25 (2,034 ) 60.17 Outstanding, end of period 1,054,677 60.04 956,234 62.88 Options exercisable, end of period 533,395 $ 61.51 470,317 $ 54.87 |
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Options outstanding Options exercisable Exercise price Number outstanding Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Number exercisable Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value $21.10 - $21.10 13,750 21.10 0.3 224 13,750 21.10 0.3 224 $40.04 - $48.00 245,230 42.39 6.4 - 7,000 47.29 2.3 - $51.82 - $59.98 199,883 55.72 2.0 - 194,333 55.72 1.9 - $60.01 - $68.41 321,827 62.06 3.8 - 225,394 62.66 3.6 - $70.13 - $79.51 257,487 78.41 5.5 - 89,168 77.75 5.1 - $80.61 - $82.07 16,500 81.27 6.0 - 3,750 82.07 6.1 - 1,054,677 $ 60.04 4.5 $ 224 533,395 $ 61.51 3.1 $ 224 |
Note 16 - Fair Value Measurem_2
Note 16 - Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | September 30, 2022 Fair Value Measurement Using Assets Level 1 Level 2 Level 3 at Fair value Derivative instrument asset, net $ - $ 26 $ - $ 26 Total asset, net $ - $ 26 $ - $ 26 December 31, 2021 Fair Value Measurement Using Assets Level 1 Level 2 Level 3 at Fair value Derivative instrument asset, net $ - $ 452 $ - $ 452 Total assets, net $ - $ 452 $ - $ 452 |
Note 17 - Other Income (Tables)
Note 17 - Other Income (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Other Nonoperating Income (Expense) [Table Text Block] | (Dollar amounts in thousands of U.S. dollars) Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Income earned on sale of Transferred Assets $ 4,737 $ 5,564 $ 14,009 $ 15,767 Gain on sale of Ting Customer Assets $ 4,737 $ 5,564 $ 14,009 $ 15,767 |
Note 18 - Redeemable Preferre_2
Note 18 - Redeemable Preferred Shares (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Financial Instruments Subject to Mandatory Redemption Disclosure [Table Text Block] | September 30, 2022 December 31, 2021 Opening Balance $ 60,000 $ - Add: Accretion of redeemable preferred shares 1,250 Less: Deferred Preferred Financing Costs (734 ) - Total Redeemable Preferred Shares $ 60,516 $ - |
Mandatorily Redeemable Capital Stock [Table Text Block] | Remainder of 2022 $ - 2023 - 2024 4,788 2025 12,309 2026 and thereafter 113,070 $ 130,167 |
Note 4 - Acquisitions (Details
Note 4 - Acquisitions (Details Textual) | Nov. 08, 2021 |
Simply Bits LLC [Member] | |
Business Acquisition, Percentage of Voting Interests Acquired | 100% |
Note 5 - Derivative Instrumen_3
Note 5 - Derivative Instruments and Hedging Activities (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Dec. 31, 2021 | May 31, 2020 | |
Derivative, Notional Amount | $ 64,585 | ||
Interest Rate Swap [Member] | |||
Derivative, Notional Amount | $ 70,000 | ||
Forward Contracts [Member] | |||
Derivative, Notional Amount | $ 25,200 | ||
Forward Contracts [Member] | Designated as Hedging Instrument [Member] | |||
Derivative, Notional Amount | $ 25,200 | ||
Forward Contracts [Member] | Minimum [Member] | |||
Derivative, Term of Contract (Month) | 1 month |
Note 5 - Derivative Instrumen_4
Note 5 - Derivative Instruments and Hedging Activities - Foreign Currency Forward Contracts (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Notional amount of U.S. dollars | $ 64,585 |
Weighted average exchange rate of U.S. dollars | 1.3351 |
Foreign currency forward contracts, liability | $ (1,989) |
Foreign Exchange Forward 1 [Member] | |
Notional amount of U.S. dollars | $ 14,897 |
Weighted average exchange rate of U.S. dollars | 1.2906 |
Foreign currency forward contracts, liability | $ (971) |
Foreign Exchange Forward 2 [Member] | |
Notional amount of U.S. dollars | $ 15,132 |
Weighted average exchange rate of U.S. dollars | 1.3283 |
Foreign currency forward contracts, liability | $ (552) |
Foreign Exchange Forward 3 [Member] | |
Notional amount of U.S. dollars | $ 13,074 |
Weighted average exchange rate of U.S. dollars | 1.3385 |
Foreign currency forward contracts, liability | $ (364) |
Foreign Exchange Forward 4 [Member] | |
Notional amount of U.S. dollars | $ 11,332 |
Weighted average exchange rate of U.S. dollars | 1.3633 |
Foreign currency forward contracts, liability | $ (102) |
Foreign Exchange Forward 5 [Member] | |
Notional amount of U.S. dollars | $ 10,150 |
Weighted average exchange rate of U.S. dollars | 1.3744 |
Foreign currency forward contracts, liability | $ 0 |
Note 5 - Derivative Instrumen_5
Note 5 - Derivative Instruments and Hedging Activities - Fair Value of Derivative Instruments in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Foreign currency forward contracts, liability | $ (1,989) | |
Derivative Instruments [Member] | ||
Total foreign currency and interest swap forward contracts (net) | 26 | $ 452 |
Derivative Instruments [Member] | Interest Rate Swap [Member] | ||
Interest rate swap contract discontinued as a cash flow hedge (net) | 2,015 | 390 |
Derivative Instruments [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ||
Foreign currency forward contracts, liability | $ (1,989) | |
Foreign currency forward contracts, asset | $ 62 |
Note 5 - Derivative Instrumen_6
Note 5 - Derivative Instruments and Hedging Activities - Movement in AOCI Balance (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
AOCI balance, Gains and losses on cash flow hedges | $ 1,974 | $ 450 | ||
Other comprehensive income (loss) before reclassifications, Gains and losses on cash flow hedges | (2,209) | (673) | ||
Amount reclassified from AOCI, Gains and losses on cash flow hedges | 123 | 111 | ||
Amortization of discontinued cash flow hedge, Gains and losses on cash flow hedges | (254) | (254) | ||
Other comprehensive income (loss), Gains and losses on cash flow hedges | (2,340) | (816) | ||
AOCI balance, Gains and losses on cash flow hedges | (366) | (366) | ||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | (1,774) | (619) | ||
AOCI balance, Tax impact | (476) | (107) | ||
Other comprehensive income (loss) before reclassifications, Tax impact | 535 | 163 | ||
Amount reclassified from AOCI, Tax impact | (30) | (27) | ||
Amortization of discontinued cash flow hedge, Tax impact | 61 | 61 | ||
Other comprehensive income (loss), Tax impact | 566 | 197 | ||
AOCI balance, Tax impact | 90 | 90 | ||
AOCI balance | 1,498 | 343 | ||
Other comprehensive income (loss) before reclassifications | (1,674) | $ (501) | (510) | $ 115 |
Amount reclassified from AOCI | 93 | 84 | ||
Amortization of discontinued cash flow hedge | (193) | (193) | ||
Other comprehensive income (loss) for the three months ended September 30, 2022 | (1,774) | (619) | ||
AOCI balance | (276) | (276) | ||
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Interest Expense, Net [Member] | ||||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | (8) | |||
Other comprehensive income (loss) for the three months ended September 30, 2022 | (8) | |||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Cost of Sales [Member] | ||||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | (1,666) | (466) | ||
Other comprehensive income (loss) for the three months ended September 30, 2022 | (1,666) | (466) | ||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Expense, Net [Member] | ||||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | (35) | |||
Other comprehensive income (loss) for the three months ended September 30, 2022 | (35) | |||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | Operating Expense [Member] | ||||
Amount of Gain or Reclassified from AOCI into Income | (97) | 967 | (145) | 3,004 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | Cost of Sales [Member] | ||||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | (1,941) | 42 | ||
Other comprehensive income (loss) for the three months ended September 30, 2022 | (1,941) | 42 | ||
Amount of Gain or Reclassified from AOCI into Income | (26) | 219 | (35) | 643 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | Interest Expense, Net [Member] | ||||
Amount of Gain or Reclassified from AOCI into Income | $ (36) | |||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Interest Expense, Net [Member] | ||||
Amount of Gain or (Loss) Recognized in OCI, net of tax, on Derivative | 1,431 | 73 | ||
Other comprehensive income (loss) for the three months ended September 30, 2022 | 1,431 | 73 | ||
Amount of Gain or Reclassified from AOCI into Income | $ 254 | $ 323 | $ (81) |
Note 5 - Derivative Instrumen_7
Note 5 - Derivative Instruments and Hedging Activities - Fair Value Adjustments of Forward Currency Forward Contracts Not Designated as Hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Gain (loss) on settlement | $ 0 | $ 87 | $ 0 | $ 277 |
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||||
Gain (loss) on settlement | 254 | 254 | ||
Gain (loss) on change in fair value | 136 | 136 | ||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | 390 | 390 | ||
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | ||||
Gain (loss) on settlement | 0 | 336 | 0 | 883 |
Gain (loss) on change in fair value | 0 | (249) | 0 | (606) |
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | $ 0 | $ 87 | $ 0 | $ 277 |
Note 6 - Goodwill and Other I_3
Note 6 - Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill, Ending Balance | $ 130,410 | $ 130,410 | $ 130,410 | |||
Goodwill, Impairment Loss | 0 | $ 0 | $ 0 | $ 0 | ||
Minimum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 2 years | |||||
Maximum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 15 years | |||||
Domain Services Operating Segment [Member] | ||||||
Goodwill, Ending Balance | $ 107,700 | $ 107,700 | ||||
Goodwill Percentage Related to Operating Segments | 83% | 83% | ||||
Network Access Services [Member] | ||||||
Goodwill, Ending Balance | $ 22,700 | |||||
Goodwill Percentage Related to Operating Segments | 17% | 17% | ||||
Mobile Platform Services [Member] | ||||||
Goodwill Percentage Related to Operating Segments | 0% | 0% |
Note 6 - Goodwill and Other I_4
Note 6 - Goodwill and Other Intangible Assets - Acquired Intangible Assets by Major Class (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Balances | $ 44,838 | $ 50,409 | ||
Acquisition of customer relationships | 0 | 117 | ||
Amortization expense | (2,842) | $ (2,288) | (8,528) | $ (7,253) |
Balances | 41,996 | 41,996 | ||
Additions to/(disposals from) domain portfolio, net | 0 | $ 0 | (2) | $ (1) |
Brand [Member] | ||||
Balances | 3,974 | 5,010 | ||
Acquisition of customer relationships | 0 | 0 | ||
Amortization expense | (518) | (1,554) | ||
Balances | 3,456 | 3,456 | ||
Customer Relationships [Member] | ||||
Balances | 24,461 | 28,634 | ||
Acquisition of customer relationships | 0 | 117 | ||
Amortization expense | (2,143) | (6,433) | ||
Balances | 22,318 | 22,318 | ||
Technology-Based Intangible Assets [Member] | ||||
Balances | 3,082 | 3,392 | ||
Acquisition of customer relationships | 0 | 0 | ||
Amortization expense | (156) | (466) | ||
Balances | 2,926 | 2,926 | ||
Network Rights [Member] | ||||
Balances | 1,032 | 1,082 | ||
Acquisition of customer relationships | 0 | 0 | ||
Amortization expense | (25) | (75) | ||
Balances | 1,007 | 1,007 | ||
Surname Domain Names [Member] | ||||
Balances | 11,156 | 11,156 | ||
Acquisition of customer relationships | 0 | 0 | ||
Balances | 11,156 | 11,156 | ||
Direct Navigation Domain Names [Member] | ||||
Balances | 1,133 | 1,135 | ||
Acquisition of customer relationships | 0 | 0 | ||
Balances | $ 1,133 | 1,133 | ||
Additions to/(disposals from) domain portfolio, net | $ (2) |
Note 6 - Goodwill and Other I_5
Note 6 - Goodwill and Other Intangible Assets - Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Remainder of 2022 | $ 2,739 | |
2023 | 10,102 | |
2024 | 6,542 | |
2025 | 4,398 | |
2026 | 2,665 | |
Thereafter | 3,261 | |
Total | $ 29,707 | $ 38,118 |
Note 7 - Loan Payable (Details
Note 7 - Loan Payable (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Aug. 08, 2022 USD ($) | Jun. 14, 2019 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2019 USD ($) | Sep. 30, 2023 | Oct. 26, 2021 USD ($) | |
Payments of Financing Costs, Total | $ 403 | $ 0 | $ 668 | $ 0 | |||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | |||||||||
Debt Issuance Costs, Gross | $ 400 | ||||||||
Debt Instrument, Term (Year) | 4 years | ||||||||
Maximum Total Funded Debt to EBITDA Ratio | 4 | 3.75 | |||||||
Minimum Fixed Charge Coverage Ratio | 3 | ||||||||
Debt Instrument, SOFR Floor | 0% | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.10% | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Adjusted One Month SOFR [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.10% | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Adjusted Three Month SOFR [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.15% | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Adjusted Six Month SOFR [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | General and Administrative Expense [Member] | |||||||||
Payments of Financing Costs, Total | 100 | ||||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Guaranteed Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 240,000 | $ 240,000 | $ 180,000 | ||||||
Royal Bank, Bank of Montreal, Bank of Nova Scotia, HSBC and CIBC [Member] | Accordion Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 60,000 | ||||||||
Fees to Lenders | 300 | ||||||||
Legal Fees | $ 200 |
Note 7 - Loan Payable - Schedul
Note 7 - Loan Payable - Schedule of Standby Fees Based on Total Funded Debt to EBITDA Ratio (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Debt to EBITDA is Greater Than or Equal to 1.75 and Less Than 2.25 [Member] | |
Standby fees | 0.35% |
Debt to EBITDA is Greater Than or Equal to 2.25 and Less Than 2.75 [Member] | |
Standby fees | 0.45% |
Debt to EBITDA is Greater Than or Equal to 2.75 and Less Than 3.25 [Member] | |
Standby fees | 0.50% |
Debt to EBITDA is Greater Than or Equal to 3.25 and Less Than 3.75 [Member] | |
Standby fees | 0.55% |
Debt to EBITDA is Greater Than or Equal to 3.75 [Member] | |
Standby fees | 0.60% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Less Than 1.75 [Member] | |
Basis Spread on Variable Rate | 1.50% |
Standby fees | 0.30% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Greater Than or Equal to 1.75 and Less Than 2.25 [Member] | |
Basis Spread on Variable Rate | 1.75% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Greater Than or Equal to 2.25 and Less Than 2.75 [Member] | |
Basis Spread on Variable Rate | 2.25% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Greater Than or Equal to 2.75 and Less Than 3.25 [Member] | |
Basis Spread on Variable Rate | 2.50% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Greater Than or Equal to 3.25 and Less Than 3.75 [Member] | |
Basis Spread on Variable Rate | 2.75% |
Bank of Montreal and Royal Bank of Canada [Member] | London Interbank Offered Rate (LIBOR) [Member] | Debt to EBITDA is Greater Than or Equal to 3.75 [Member] | |
Basis Spread on Variable Rate | 3% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Less Than 1.75 [Member] | |
Basis Spread on Variable Rate | 0.25% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Greater Than or Equal to 1.75 and Less Than 2.25 [Member] | |
Basis Spread on Variable Rate | 0.50% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Greater Than or Equal to 2.25 and Less Than 2.75 [Member] | |
Basis Spread on Variable Rate | 1% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Greater Than or Equal to 2.75 and Less Than 3.25 [Member] | |
Basis Spread on Variable Rate | 1.25% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Greater Than or Equal to 3.25 and Less Than 3.75 [Member] | |
Basis Spread on Variable Rate | 1.50% |
Bank of Montreal and Royal Bank of Canada [Member] | Base Rate [Member] | Debt to EBITDA is Greater Than or Equal to 3.75 [Member] | |
Basis Spread on Variable Rate | 1.75% |
Note 7 - Loan Payable - Sched_2
Note 7 - Loan Payable - Schedule of Loans Payable (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Loans payable | $ 238,840 | $ 190,748 |
Less: unamortized debt discount and issuance costs | (860) | (652) |
Less: loan payable, current portion | 0 | 0 |
Loan payable, long-term portion | 238,840 | 190,748 |
Revolver Facility [Member] | ||
Loans payable | $ 239,700 | $ 191,400 |
Note 7 - Loan Payable - Princip
Note 7 - Loan Payable - Principal Repayments (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Remainder of 2022 | $ 0 |
2023 | |
2024 | 239,700 |
Long-term Debt | $ 239,700 |
Note 8 - Income Taxes (Details
Note 8 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Expense (Benefit), Total | $ (1,027) | $ (299) | $ 790 | $ 665 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest, Total | $ (9,008) | 1,076 | $ (13,336) | 5,996 |
Income Tax Expense (Benefit), Continuing Operations, Valuation Allowance on Foreign Tax Credits and Net Operating Losses | 800 | 1,600 | ||
Effective Income Tax Rate Reconciliation, Share-based Compensation, Excess Tax Benefit, Amount | $ 200 | |||
Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-Based Payment Arrangement, Amount | $ 400 |
Note 9 - Basic and Diluted Ea_3
Note 9 - Basic and Diluted Earnings Per Common Share (Details Textual) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 92,470 | 44,150 |
Note 9 - Basic and Diluted Ea_4
Note 9 - Basic and Diluted Earnings Per Common Share - Summary of Basic and Diluted Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net income/(loss) for the period | $ (7,981) | $ 1,375 | $ (14,126) | $ 5,331 |
Shares used in computing basic earnings per common share (note 9) (in shares) | 10,779,348 | 10,679,309 | 10,766,657 | 10,643,798 |
Effect of outstanding stock options (in shares) | 0 | 140,407 | 0 | 156,563 |
Diluted weighted average number of shares outstanding (in shares) | 10,779,348 | 10,819,716 | 10,766,657 | 10,800,361 |
Basic earnings/(loss) per common share (note 9) (in dollars per share) | $ (0.74) | $ 0.13 | $ (1.31) | $ 0.50 |
Diluted earnings/(loss) per common share (note 9) (in dollars per share) | $ (0.74) | $ 0.13 | $ (1.31) | $ 0.49 |
Note 10 - Revenue 1 (Details Te
Note 10 - Revenue 1 (Details Textual) | 9 Months Ended |
Sep. 30, 2022 | |
Minimum [Member] | |
Finite-Lived Intangible Asset, Useful Life (Year) | 2 years |
Minimum [Member] | Active Domain Name Contracts [Member] | |
Finite-Lived Intangible Asset, Useful Life (Year) | 1 year |
Maximum [Member] | |
Finite-Lived Intangible Asset, Useful Life (Year) | 15 years |
Maximum [Member] | Active Domain Name Contracts [Member] | |
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |
Number of Customers | 1 |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | |
Concentration Risk, Percentage | 37% |
Note 10 - Revenue 2 (Details Te
Note 10 - Revenue 2 (Details Textual) - Active Domain Name Contracts [Member] - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | Sep. 30, 2022 |
Revenue, Remaining Performance Obligation, Percentage | 80% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Month) | 12 months |
Note 10 - Revenue - Disaggregat
Note 10 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net Revenues | $ 78,050 | $ 75,893 | $ 242,233 | $ 221,861 |
Domain Name Services [Member] | Wholesale [Member] | ||||
Net Revenues | 51,868 | 51,942 | 156,929 | 157,378 |
Domain Name Services [Member] | Domain Services [Member] | Wholesale [Member] | ||||
Net Revenues | 46,985 | 47,080 | 140,800 | 141,954 |
Domain Name Services [Member] | Value Added Services [Member] | Wholesale [Member] | ||||
Net Revenues | 4,883 | 4,862 | 16,129 | 15,424 |
Operating Segments [Member] | Fiber Internet Services [Member] | ||||
Net Revenues | 10,946 | 6,391 | 30,955 | 17,021 |
Operating Segments [Member] | Mobile Platform Services [Member] | ||||
Net Revenues | 4,048 | 3,845 | 19,865 | 7,217 |
Operating Segments [Member] | Mobile Platform Services [Member] | Platform Services [Member] | ||||
Net Revenues | 4,048 | 3,845 | 18,115 | 7,217 |
Operating Segments [Member] | Mobile Platform Services [Member] | Other Services [Member] | ||||
Net Revenues | 0 | 0 | 1,750 | 0 |
Operating Segments [Member] | Domain Name Services [Member] | ||||
Net Revenues | 60,281 | 60,729 | 182,890 | 184,215 |
Operating Segments [Member] | Domain Name Services [Member] | Retail [Member] | ||||
Net Revenues | 8,413 | 8,787 | 25,961 | 26,837 |
Consolidation, Eliminations [Member] | ||||
Net Revenues | $ 2,775 | $ 4,928 | $ 8,523 | $ 13,408 |
Note 10 - Revenue - Cost of Rev
Note 10 - Revenue - Cost of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Network, other costs | $ 4,244 | $ 3,445 | $ 13,188 | $ 10,295 |
Network, depreciation of property and equipment | 7,136 | 4,622 | 19,620 | 12,344 |
Network, amortization of intangible assets | 378 | 21 | 1,134 | 344 |
Network, impairment of property and equipment | 3 | 241 | 30 | 302 |
Cost of revenue | 60,063 | 57,869 | 180,995 | 168,145 |
Corporate, Non-Segment [Member] | ||||
Cost of revenue | 1,666 | 3,515 | 7,000 | 9,461 |
Network Expenses [Member] | ||||
Network, other costs | 4,244 | 3,445 | 13,188 | 10,295 |
Network, depreciation of property and equipment | 7,136 | 4,622 | 19,620 | 12,344 |
Network, amortization of intangible assets | 378 | 21 | 1,134 | 344 |
Network, impairment of property and equipment | 3 | 241 | 30 | 302 |
Cost of revenue | 11,761 | 8,329 | 33,972 | 23,285 |
Fiber Internet Services [Member] | ||||
Cost of revenue | 4,290 | 3,632 | 12,746 | 9,247 |
Mobile Services [Member] | ||||
Cost of revenue | 235 | 140 | 2,254 | 338 |
Mobile Services [Member] | Platform Services [Member] | ||||
Cost of revenue | 235 | 140 | 622 | 338 |
Mobile Services [Member] | Other Services [Member] | ||||
Cost of revenue | 0 | 0 | 1,632 | 0 |
Domain Name Services [Member] | ||||
Cost of revenue | 42,111 | 42,253 | 125,023 | 125,814 |
Domain Name Services [Member] | Wholesale [Member] | ||||
Cost of revenue | 38,006 | 37,798 | 112,640 | 112,460 |
Domain Name Services [Member] | Retail Services [Member] | ||||
Cost of revenue | 4,105 | 4,455 | 12,383 | 13,354 |
Domain Name Services [Member] | Domain Services [Member] | Wholesale [Member] | ||||
Cost of revenue | 37,393 | 37,108 | 110,728 | 110,593 |
Domain Name Services [Member] | Value Added Services [Member] | Wholesale [Member] | ||||
Cost of revenue | $ 613 | $ 690 | $ 1,912 | $ 1,867 |
Note 10 - Revenue - Deferred Re
Note 10 - Revenue - Deferred Revenue and Contract Assets (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Balance, beginning of period | $ 147,793 |
Deferred revenue | 183,300 |
Recognized revenue | (183,961) |
Balance, end of period | 147,132 |
Balance, beginning of period | 778 |
Consideration recognized as revenue | 16,812 |
Transferred to receivables | (9,528) |
Balance, end of period | $ 8,062 |
Note 11 - Costs to Obtain and_3
Note 11 - Costs to Obtain and Fulfill a Contract (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Capitalized Contract Cost, Amortization | $ (136) | $ (189) | $ (608) | $ (444) |
Deferred Costs of Acquisition [Member] | ||||
Increase (Decrease) in Capitalized Costs | 128,000 | |||
Capitalized Contract Cost, Amortization | $ 128,800 | |||
Deferred Costs of Acquisition [Member] | Minimum [Member] | ||||
Capitalized Contract Cost, Amortization Period (Year) | 1 year | 1 year | ||
Deferred Costs of Acquisition [Member] | Maximum [Member] | ||||
Capitalized Contract Cost, Amortization Period (Year) | 10 years | 10 years | ||
Domain Registration Costs [Member] | ||||
Capitalized Contract Cost, Impairment Loss | $ 0 |
Note 11 - Costs to Obtain and_4
Note 11 - Costs to Obtain and Fulfill a Contract - Capitalized Contract Costs Activity (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Deferral of costs | $ 128,011 |
Recognized costs | (128,796) |
Deferred Costs of Acquisition [Member] | |
Balance | 112,711 |
Balance | $ 111,926 |
Note 12 - Leases (Details Textu
Note 12 - Leases (Details Textual) | 9 Months Ended |
Sep. 30, 2022 | |
Lessee, Operating Lease, Renewal Term (Year) | 5 years |
Lessee, Operating Lease, Option to Terminate Term (Year) | 1 year |
Minimum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 1 year |
Maximum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 20 years |
Note 12 - Leases - Components o
Note 12 - Leases - Components of Lease Expense and Other Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Operating Lease Cost (leases with a total term greater than 12 months) | $ 1,234 | $ 674 | $ 3,050 | $ 1,812 | |
Short-term Lease Cost (leases with a total term of 12 months or less) | 72 | 21 | 156 | 103 | |
Variable Lease Cost | 267 | 179 | 523 | 421 | |
Total Lease Cost | 1,573 | 874 | 3,729 | 2,336 | |
Operating Lease - Operating Cash Flows (Fixed Payments) | 1,697 | 2,929 | 3,571 | 4,040 | |
Operating Lease - Operating Cash Flows (Liability Reduction) | 1,132 | 590 | 2,797 | 1,538 | |
New ROU Assets - Operating Leases | $ 2,339 | $ 4,188 | $ 5,884 | $ 6,751 | |
Weighted Average Discount Rate | 3.60% | 3.60% | 3.09% | ||
Weighted Average Remaining Lease Term (Year) | 6 years 8 months 15 days | 6 years 8 months 15 days | 7 years 8 months 26 days |
Note 12 - Leases - Future Minim
Note 12 - Leases - Future Minimum Lease Payments (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Remaining of 2022 | $ 1,267 |
2023 | 5,068 |
2024 | 4,268 |
2025 | 2,760 |
2026 | 1,664 |
Thereafter | 4,119 |
Total future lease payments | 19,145 |
Less imputed interest | 1,726 |
Total | $ 17,419 |
Note 13 - Segment Reporting (De
Note 13 - Segment Reporting (Details Textual) | 9 Months Ended |
Sep. 30, 2022 | |
Number of Operating Segments | 3 |
Note 13 - Segment Reporting - I
Note 13 - Segment Reporting - Information by Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Adjusted EBITDA | $ 7,879 | $ 12,205 | $ 30,890 | $ 36,083 |
Depreciation of property and equipment | 7,285 | 4,758 | 20,063 | 12,728 |
Impairment and loss on disposition of property and equipment | (16) | 470 | 491 | 536 |
Amortization of intangible assets | 2,842 | 2,288 | 8,528 | 7,253 |
Interest expense, net | 4,337 | 1,169 | 8,555 | 3,108 |
Accretion of contingent consideration | 50 | 96 | 198 | 287 |
Share-Based Payment Arrangement, Expense | 1,569 | 1,126 | 4,396 | 3,357 |
Loss (gain) on change in the fair value of forward contracts | (135) | 249 | (135) | 606 |
Unrealized loss (gain) on foreign exchange revaluation of foreign denominated monetary assets and liabilities | 348 | 72 | 446 | 178 |
Acquisition and other costs1 | 472 | 901 | 1,549 | 2,034 |
Income (Loss) before provision for income taxes | (9,008) | 1,076 | (13,336) | 5,996 |
Net Revenues | 78,050 | 75,893 | 242,233 | 221,861 |
Direct cost of revenues | 48,302 | 49,540 | 147,023 | 144,860 |
Segment Gross Margin | 29,748 | 26,353 | 95,210 | 77,001 |
Foreign Currency Forward Contracts [Member] | ||||
Loss (gain) on change in the fair value of forward contracts | 0 | 249 | 0 | 606 |
Corporate, Non-Segment [Member] | ||||
Adjusted EBITDA | 3,436 | 4,471 | 7,153 | 11,907 |
Net Revenues | 2,775 | 4,928 | 8,523 | 13,408 |
Direct cost of revenues | 1,666 | 3,515 | 7,000 | 9,461 |
Segment Gross Margin | 1,109 | 1,413 | 1,523 | 3,946 |
Fiber Internet Services [Member] | ||||
Adjusted EBITDA | 7,879 | |||
Fiber Internet Services [Member] | Operating Segments [Member] | ||||
Adjusted EBITDA | (5,040) | (5,490) | (15,546) | (14,008) |
Net Revenues | 10,946 | 6,391 | 30,955 | 17,021 |
Direct cost of revenues | 4,290 | 3,632 | 12,746 | 9,247 |
Segment Gross Margin | 6,656 | 2,759 | 18,209 | 7,774 |
Mobile Services [Member] | ||||
Adjusted EBITDA | 12,205 | 30,890 | 36,083 | |
Mobile Services [Member] | Operating Segments [Member] | ||||
Adjusted EBITDA | (902) | 1,751 | 5,017 | 1,394 |
Net Revenues | 4,048 | 3,845 | 19,865 | 7,217 |
Direct cost of revenues | 235 | 140 | 2,254 | 338 |
Segment Gross Margin | 3,813 | 3,705 | 17,611 | 6,879 |
Domain Name Services [Member] | Operating Segments [Member] | ||||
Adjusted EBITDA | 10,385 | 11,473 | 34,266 | 36,790 |
Net Revenues | 60,281 | 60,729 | 182,890 | 184,215 |
Direct cost of revenues | 42,111 | 42,253 | 125,023 | 125,814 |
Segment Gross Margin | $ 18,170 | $ 18,476 | $ 57,867 | $ 58,401 |
Note 13 - Segment Reporting - S
Note 13 - Segment Reporting - Summary of Property and Equipment by Geographic Region (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property and equipment | $ 254,159 | $ 172,662 |
CANADA | ||
Property and equipment | 1,463 | 1,994 |
UNITED STATES | ||
Property and equipment | 252,509 | 170,630 |
Europe [Member] | ||
Property and equipment | $ 187 | $ 38 |
Note 13 - Segment Reporting -_2
Note 13 - Segment Reporting - Summary of Amortizable Intangible Assets by Geographic Region (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Amortizable intangible assets | $ 29,707 | $ 38,118 |
CANADA | ||
Amortizable intangible assets | 3,123 | 1,386 |
UNITED STATES | ||
Amortizable intangible assets | 26,524 | 36,732 |
GERMANY | ||
Amortizable intangible assets | $ 60 | $ 0 |
Note 13 - Segment Reporting -_3
Note 13 - Segment Reporting - Summary of Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Balance at beginning of period | $ 541 | $ 222 |
Charged to costs and expenses | 195 | 319 |
Write-offs during period | 0 | 0 |
Balance at end of period | $ 736 | $ 541 |
Note 14 - Stockholders' Equit_2
Note 14 - Stockholders' Equity (Details Textual) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | 18 Months Ended | |||||
Jun. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Feb. 10, 2022 | Feb. 09, 2021 | Feb. 13, 2020 | Feb. 12, 2020 | |
Stock Buyback Program 2022 [Member] | ||||||||
Stock Repurchase Program, Authorized Amount | $ 40 | |||||||
Stock Repurchased and Retired During Period, Shares (in shares) | 0 | 0 | ||||||
Stock Buyback Program 2021 [Member] | ||||||||
Stock Repurchase Program, Authorized Amount | $ 40 | |||||||
Stock Repurchased and Retired During Period, Shares (in shares) | 0 | 0 | 0 | |||||
Stock Buyback Program 2020 [Member] | ||||||||
Stock Repurchase Program, Authorized Amount | $ 40 | $ 40 | ||||||
Stock Repurchased and Retired During Period, Shares (in shares) | 0 |
Note 14 - Stockholders' Equit_3
Note 14 - Stockholders' Equity - Stockholders' Equity Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Balances | $ 113,500 | $ 115,092 | ||
Exercise of stock options (in shares) | 14,142 | 46,803 | 26,709 | 120,828 |
Exercise of stock options | $ 237 | $ 808 | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration | 0 | 0 | ||
Stock-based compensation | 1,569 | 4,396 | ||
Net income | (7,981) | $ 1,375 | (14,126) | $ 5,331 |
Other comprehensive income (loss) | (1,774) | $ (1,385) | (619) | $ (2,624) |
Balances | $ 105,551 | $ 105,551 | ||
Common Stock [Member] | ||||
Balances (in shares) | 10,768,747 | 10,747,417 | ||
Balances | $ 30,193 | $ 28,515 | ||
Exercise of stock options (in shares) | 14,142 | 26,709 | ||
Exercise of stock options | $ 354 | $ 1,187 | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration (in shares) | (1,193) | (3,053) | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration | $ 0 | $ 0 | ||
Stock-based compensation (in shares) | 8,934 | 19,557 | ||
Stock-based compensation | $ 488 | $ 1,333 | ||
Other comprehensive income (loss) | $ 0 | $ 0 | ||
Balances (in shares) | 10,790,630 | 10,790,630 | ||
Balances | $ 31,035 | $ 31,035 | ||
Additional Paid-in Capital [Member] | ||||
Balances | 4,484 | 2,764 | ||
Exercise of stock options | (117) | (379) | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration | 0 | 0 | ||
Stock-based compensation | 1,081 | 3,063 | ||
Other comprehensive income (loss) | 0 | 0 | ||
Balances | 5,448 | 5,448 | ||
Retained Earnings [Member] | ||||
Balances | 77,325 | 83,470 | ||
Exercise of stock options | 0 | 0 | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Net income | (7,981) | (14,126) | ||
Other comprehensive income (loss) | 0 | 0 | ||
Balances | 69,344 | 69,344 | ||
AOCI Attributable to Parent [Member] | ||||
Balances | 1,498 | 343 | ||
Exercise of stock options | 0 | 0 | ||
Shares deducted from exercise of stock options for payment of withholding taxes and exercise consideration | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Other comprehensive income (loss) | (1,774) | (619) | ||
Balances | $ (276) | $ (276) |
Note 15 - Share-based Payment_2
Note 15 - Share-based Payments (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 13,800 | $ 13,800 | ||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 6 months | |||
Share-Based Payment Arrangement, Expense | $ 1,569 | $ 1,126 | $ 4,396 | $ 3,357 |
Note 15 - Share-based Payment_3
Note 15 - Share-based Payments - Share-based Payments (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Outstanding, Number of shares (in shares) | 1,070,045 | 991,097 | 904,151 | 845,020 |
Outstanding, Weighted average exercise price per share (in dollars per share) | $ 59.88 | $ 61.81 | $ 64.36 | $ 55.31 |
Granted, Number of shares (in shares) | 24,500 | 26,675 | 242,980 | 265,725 |
Granted, Weighted average exercise price per share (in dollars per share) | $ 43.80 | $ 76.93 | $ 43.09 | $ 79.18 |
Exercised, Number of shares (in shares) | (14,142) | (46,803) | (26,709) | (120,828) |
Exercised, Weighted average exercise price per share (in dollars per share) | $ 20.53 | $ 46.47 | $ 37.53 | $ 45.36 |
Forfeited, Number of shares (in shares) | (4,414) | (14,087) | (35,808) | (31,649) |
Forfeited, Weighted average exercise price per share (in dollars per share) | $ 66.32 | $ 68.95 | $ 72.22 | $ 64.54 |
Expired, Number of shares (in shares) | (21,312) | (648) | (29,937) | (2,034) |
Expired, Weighted average exercise price per share (in dollars per share) | $ 57.96 | $ 56.40 | $ 58.25 | $ 60.17 |
Outstanding, Number of shares (in shares) | 1,054,677 | 956,234 | 1,054,677 | 956,234 |
Outstanding, Weighted average exercise price per share (in dollars per share) | $ 60.04 | $ 62.88 | $ 60.04 | $ 62.88 |
Options exercisable, Number of shares (in shares) | 533,395 | 470,317 | 533,395 | 470,317 |
Options exercisable, Weighted average exercise price per share (in dollars per share) | $ 61.51 | $ 54.87 | $ 61.51 | $ 54.87 |
Note 15 - Share-based Payment_4
Note 15 - Share-based Payments - Summary of Exercise Prices, Weighted Average Remaining Contractual Life and Intrinsic Values of Outstanding Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Exercise price - lower limit (in dollars per share) | $ 1,054,677 | |
Exercise price - upper limit (in dollars per share) | $ 60.04 | |
Weighted average remaining contractual life, options outstanding (Year) | 4 years 6 months | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 224 | |
Options exercisable, Number of shares (in shares) | 533,395 | 470,317 |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 61.51 | |
Weighted average remaining contractual life, options exercisable (Year) | 3 years 1 month 6 days | |
Aggregate intrinsic value, options exercisable | $ 224 | |
Exercise Price Range 01 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 13,750 | |
Exercise price - upper limit (in dollars per share) | $ 21.10 | |
Weighted average remaining contractual life, options outstanding (Year) | 3 months 18 days | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 224 | |
Options exercisable, Number of shares (in shares) | 13,750 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 21.10 | |
Weighted average remaining contractual life, options exercisable (Year) | 3 months 18 days | |
Aggregate intrinsic value, options exercisable | $ 224 | |
Exercise Price Range 02 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 245,230 | |
Exercise price - upper limit (in dollars per share) | $ 42.39 | |
Weighted average remaining contractual life, options outstanding (Year) | 6 years 4 months 24 days | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 0 | |
Options exercisable, Number of shares (in shares) | 7,000 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 47.29 | |
Weighted average remaining contractual life, options exercisable (Year) | 2 years 3 months 18 days | |
Aggregate intrinsic value, options exercisable | $ 0 | |
Exercise Price Range 03 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 199,883 | |
Exercise price - upper limit (in dollars per share) | $ 55.72 | |
Weighted average remaining contractual life, options outstanding (Year) | 2 years | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 0 | |
Options exercisable, Number of shares (in shares) | 194,333 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 55.72 | |
Weighted average remaining contractual life, options exercisable (Year) | 1 year 10 months 24 days | |
Aggregate intrinsic value, options exercisable | $ 0 | |
Exercise Price Range 04 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 321,827 | |
Exercise price - upper limit (in dollars per share) | $ 62.06 | |
Weighted average remaining contractual life, options outstanding (Year) | 3 years 9 months 18 days | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 0 | |
Options exercisable, Number of shares (in shares) | 225,394 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 62.66 | |
Weighted average remaining contractual life, options exercisable (Year) | 3 years 7 months 6 days | |
Aggregate intrinsic value, options exercisable | $ 0 | |
Exercise Price Range 05 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 257,487 | |
Exercise price - upper limit (in dollars per share) | $ 78.41 | |
Weighted average remaining contractual life, options outstanding (Year) | 5 years 6 months | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 0 | |
Options exercisable, Number of shares (in shares) | 89,168 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 77.75 | |
Weighted average remaining contractual life, options exercisable (Year) | 5 years 1 month 6 days | |
Aggregate intrinsic value, options exercisable | $ 0 | |
Exercise Price Range 06 [Member] | ||
Exercise price - lower limit (in dollars per share) | $ 16,500 | |
Exercise price - upper limit (in dollars per share) | $ 81.27 | |
Weighted average remaining contractual life, options outstanding (Year) | 6 years | |
Weighted average exercise price per share, options outstanding (in dollars per share) | $ 0 | |
Options exercisable, Number of shares (in shares) | 3,750 | |
Weighted average remaining contractual life, options exercisable (in dollars per share) | $ 82.07 | |
Weighted average remaining contractual life, options exercisable (Year) | 6 years 1 month 6 days | |
Aggregate intrinsic value, options exercisable | $ 0 |
Note 16 - Fair Value Measurem_3
Note 16 - Fair Value Measurement - Summary of the Fair Values of the Company's Derivative Instrument Assets and Liabilities (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Derivative instrument asset, net | $ 26 | $ 452 |
Fair Value, Inputs, Level 1 [Member] | ||
Derivative instrument asset, net | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Derivative instrument asset, net | 26 | 452 |
Fair Value, Inputs, Level 3 [Member] | ||
Derivative instrument asset, net | $ 0 | $ 0 |
Note 17 - Other Income (Details
Note 17 - Other Income (Details Textual) - Purchase Agreement With DISH Wireless LLC [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Aug. 01, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Write Down of Intangible Assets and Capitalized Contract Costs | $ 3,500 | ||||
Purchase Agreement, Duration of Monthly Fees (Year) | 10 years | ||||
Purchase Agreement, Income | $ 4,737 | $ 5,564 | $ 14,009 | $ 15,767 |
Note 17 - Other Income - Other
Note 17 - Other Income - Other Income (Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Gain on sale of Ting Customer Assets | $ 4,737 | $ 5,564 | $ 14,009 | $ 15,767 |
Purchase Agreement With DISH Wireless LLC [Member] | ||||
Income earned on sale of Transferred Assets | 4,737 | 5,564 | 14,009 | 15,767 |
Gain on sale of Ting Customer Assets | $ 4,737 | $ 5,564 | $ 14,009 | $ 15,767 |
Note 18 - Redeemable Preferre_3
Note 18 - Redeemable Preferred Shares (Details Textual) - Series A Preferred Units [Member] - USD ($) $ / shares in Units, $ in Millions | Aug. 08, 2022 | Sep. 30, 2022 |
Unit Purchase Agreement, Preferred Units Issued (in shares) | 10,000,000 | |
Unit Purchase Agreement, Price Per Unit (in dollars per share) | $ 6 | |
Unit Purchase Agreement, Aggregate Additional Preferred Units (in shares) | 23,333,333.34 | |
Unit Purchase Agreement, Capital upon the Initial Funding | $ 60 | |
Unit Purchase Agreement, Additional Capital Commitments | 140 | |
Unit Purchase Agreement, Payment Pursuant to Milestone Fundings | $ 140 | |
Unit Purchase Agreement, Milestone Fundings, Standby Fee Rate | 0.50% | |
Preferred Stock, Dividend Rate, Percentage | 15% | |
Unit Purchase Agreement, Accretion Expense on the Redeemable Preferred Shares | $ 1.3 | |
Legal Fees | $ 0.8 | |
Preferred Stock, Liquidation Preference, Value | $ 60 | |
Minimum [Member] | ||
Preferred Stock, Dividend Rate, Percentage | 13% | |
Maximum [Member] | ||
Preferred Stock, Dividend Rate, Percentage | 17% |
Note 18 - Redeemable Preferre_4
Note 18 - Redeemable Preferred Shares - Borrowings (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Opening Balance | $ 0 | $ 0 |
Add: Accretion of redeemable preferred shares | 1,250 | |
Less: Deferred Preferred Financing Costs | (734) | 0 |
Total Redeemable Preferred Shares | $ 60,516 | $ 0 |
Note 18 - Redeemable Preferre_5
Note 18 - Redeemable Preferred Shares - Schedule of Payments (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Remainder of 2022 | $ 0 |
2023 | 0 |
2024 | 4,788 |
2025 | 12,309 |
2026 and thereafter | 113,070 |
Financial Instruments Subject to Mandatory Redemption, Settlement Terms, Share Value, Amount, Total | $ 130,167 |