Item 7.01. Regulation FD Disclosure.
On January 7, 2022, Ting Fiber, Inc. ("Ting"), an indirect wholly owned
subsidiary of Tucows, Inc. ("Tucows"), issued a press release announcing that it
is expanding into the Colorado Springs market as the initial anchor tenant on a
city-wide fiber network owned by Colorado Springs Utilities ("CSU"), a
municipally owned utility. Ting expects that CSU will begin construction of the
fiber network by the third quarter of 2022. A copy of the press release is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information disclosed under this Item 7.01 (including Exhibit 99.1) is being
furnished and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
Item 8.01. Other Events.
In becoming the anchor tenant on a city-wide fiber network owned by CSU as
disclosed in Item 7.01 above, Ting executed a definitive agreement with CSU for
a 25-year lease (the "Lease"), dated December 17, 2021, for a fiber-to-the-home
network. The Lease obligates Ting to pay a per month fee for addresses passed by
the network, as they are passed and become serviceable for customers to connect
to the network, and for certain fiber infrastructure, including colocation
space.
Ting expects that the network under the Lease will surpass more than 200,000
addresses in Colorado Springs, CO.
In connection with the Lease Agreement, Tucows executed a Parent Guaranty, dated
December 17, 2021, to fully and unconditionally guarantee the payment and
performance of all of Ting's obligations under the Lease.
Forward-Looking Statements
This report on Form 8-K includes forward-looking statements as that term is
defined in the U.S. Private Securities Litigation Reform Act of 1995, including,
without limitation, statements regarding our expectations regarding the
construction of the fiber network by CSU and the number of addresses under the
network. These statements are based on management's current expectations and are
subject to a number of uncertainties and risks that could cause actual results
to differ materially from those described in the forward-looking statements.
Information about other potential factors that could affect our business,
results of operations and financial condition is included in the Risk Factors
sections of Tucows' filings with the Securities and Exchange Commission. All
forward-looking statements should be evaluated with the understanding of their
inherent uncertainty. All forward-looking statements are based on information
available to us as of the date they are made. We assume no obligation to update
any forward-looking statements, except as may be required by law.
Item 9.01. Financial Statements and Exhibits.
Exhibit
Number Description
99.1 Press Release issued by Ting Fiber, Inc. on January 7, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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