RIGHTSIDE GROUP, LTD. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 3rd, 2014 • Rightside Group, Ltd. • Services-business services, nec • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , by and between Rightside Group, Ltd., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among RIGHTSIDE GROUP, LTD., DONUTS INC. and DTS SUB INC. dated as of JUNE 13, 2017Agreement and Plan of Merger • June 14th, 2017 • Rightside Group, Ltd. • Services-business services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 13, 2017 by and among: (i) Rightside Group, Ltd., a Delaware corporation (the “Company”); (ii) Donuts Inc., a Delaware corporation (“Parent”); and (iii) DTS Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
EMPLOYMENT AGREEMENTEmployment Agreement • January 13th, 2014 • Rightside Group, Ltd. • Washington
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of January 6, 2014, is entered into by and between Rightside Group, Ltd., a Delaware corporation (“LTD”), Rightside Operating Co., a Delaware corporation (“Operating” and, together with LTD, the “Company”) and Tracy Knox (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 20th, 2014 • Rightside Group, Ltd. • Services-business services, nec • Washington
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of February 19, 2014, is entered into by and between Rightside Group, Ltd., a Delaware corporation (“LTD”), Rightside Operating Co., a Delaware corporation (“Operating” and, together with LTD, the “Company”), Wayne MacLaurin (the “Employee”) and, solely for purposes of Sections 7, 8(b) and 10(h) hereof, Demand Media, Inc., a Delaware corporation (“Demand”).
FORM OF INTELLECTUAL PROPERTY ASSIGNMENT AND LICENSE AGREEMENTIntellectual Property Assignment and License Agreement • July 3rd, 2014 • Rightside Group, Ltd. • Services-business services, nec • California
This INTELLECTUAL PROPERTY ASSIGNMENT AND LICENSE AGREEMENT (“Agreement”) is made and entered into effective as of [ ] (the “Effective Date”), by and between Demand Media, Inc., a Delaware corporation (“Demand Media”), and Rightside Operating Co., a Delaware corporation (“Rightside Opco”). Demand Media and Rightside Opco are each referred to herein as a “Party” and collectively as the “Parties.”
TRANSITION SERVICES AGREEMENT by and between DEMAND MEDIA, INC. and RIGHTSIDE GROUP, LTD. dated as of August 1, 2014Transition Services Agreement • August 4th, 2014 • Rightside Group, Ltd. • Services-business services, nec • Delaware
THIS TRANSITION SERVICES AGREEMENT (as the same may be amended or supplemented from time to time, this “Agreement”) is entered into as of August 1, 2014, by and between Demand Media, Inc., a Delaware corporation (“Demand Media”), and Rightside Group, Ltd., a Delaware corporation (“Rightside”). Demand Media and Rightside are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN DEMAND MEDIA, INC., AND RIGHTSIDE GROUP, LTD. DATED AS OF AUGUST 1, 2014Separation and Distribution Agreement • August 4th, 2014 • Rightside Group, Ltd. • Services-business services, nec • Delaware
This Separation and Distribution Agreement (this “Agreement”), is dated as of August 1, 2014, by and between Demand Media, Inc., a Delaware corporation (“Demand Media”), and Rightside Group, Ltd., a Delaware corporation and a wholly owned subsidiary of Demand Media (“Rightside” and, together with Demand Media, the “Parties”).
FORM OF TAX MATTERS AGREEMENTTax Matters Agreement • May 20th, 2014 • Rightside Group, Ltd. • Services-business services, nec • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”), is made and entered into as of [ ], 2014, by and between DEMAND MEDIA, INC., a Delaware corporation (“Demand Media”), and RIGHTSIDE GROUP, LTD., a Delaware corporation (“Rightside”). All capitalized terms not otherwise defined shall have the meanings set forth in Article I.
STOCK PURCHASE AGREEMENT by and among TUCOWS INC. TUCOWS (EMERALD), LLC ENOM, INCORPORATED RIGHTSIDE GROUP, LTD. and RIGHTSIDE OPERATING CO. January 20, 2017Stock Purchase Agreement • January 23rd, 2017 • Rightside Group, Ltd. • Services-business services, nec • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of January 20, 2017 by and among Tucows Inc., a Pennsylvania corporation (“Parent”), Tucows (Emerald), LLC, a Delaware limited liability company and indirect wholly owned subsidiary of Parent (“Buyer”), Rightside Group, Ltd., a Delaware corporation (“Seller”), Rightside Operating Co., a Delaware corporation and wholly owned subsidiary of Seller (“Seller Sub” and together with Seller, the “Selling Entities”), and eNom, Incorporated, a Nevada corporation and wholly owned subsidiary of Seller Sub (the “Company”). Each of Parent, Buyer, Seller Parent, Seller Sub and the Company are referred to herein sometimes as a “Party” and together as the “Parties.”
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN DEMAND MEDIA, INC. AND RIGHTSIDE GROUP, LTD. DATED AS OF AUGUST 1, 2014Employee Matters Agreement • August 4th, 2014 • Rightside Group, Ltd. • Services-business services, nec • Delaware
This Employee Matters Agreement (the “Agreement”) is entered into as of August 1, 2014, by and between Demand Media, Inc., a Delaware corporation (“Demand Media”), and Rightside Group, Ltd., a Delaware corporation (“Rightside”), each a “Party” and together, the “Parties.”
NINTH AMENDMENT TO AMENDED and RESTATED LETTER OF AGREEMENTLetter of Agreement • July 3rd, 2014 • Rightside Group, Ltd. • Services-business services, nec
THIS NINTH AMENDMENT to the Agreement (this “Amendment”) is dated effective as of December 20, 2013, by and between Namecheap, Inc. (“Namecheap”) and eNom Incorporated (“eNom”). Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Agreement.
AMENDED AND RESTATED LETTER OF AGREEMENT BETWEEN NAMECHEAP, INC. AND ENOM, INC.Letter of Agreement • July 3rd, 2014 • Rightside Group, Ltd. • Services-business services, nec • Washington
This letter of agreement dated as of the Effective Date set forth below (as amended, the “Agreement”) is made between Namecheap, Inc. (“Namecheap”) and eNom, Inc. (“eNom”) and fully amends and replaces those certain letters of agreement entered into by the same parties dated as of May 19, 2008 and June 4, 2009. The existing eNom Reseller Agreement and any other agreement between Namecheap and eNom other than the foregoing are still in effect. To the extent that any terms of any agreements conflict, the terms of this Agreement shall control.
NON-EXECUTIVE CHAIRMAN AGREEMENTNon-Executive Chairman Agreement • June 7th, 2017 • Rightside Group, Ltd. • Services-business services, nec • Washington
THIS NON-EXECUTIVE CHAIRMAN AGREEMENT (this “Agreement”), dated as of June 5, 2017, is entered into by and between Rightside Group, Ltd., a Delaware corporation (the “Company”) and David E. Panos (the “Chairman”).
30,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of August 1, 2014, among RIGHTSIDE GROUP, LTD., RIGHTSIDE OPERATING CO., ENOM, INCORPORATED as the U.S. Borrowers, DMIH LIMITED, UNITED TLD HOLDCO LTD., RIGHTSIDE DOMAINS EUROPE...Credit Agreement • August 7th, 2014 • Rightside Group, Ltd. • Services-business services, nec • California
THIS CREDIT AGREEMENT (this “Agreement”), dated as of August 1, 2014, is entered into by and among RIGHTSIDE GROUP, LTD., a Delaware corporation (“Borrower Parent”), RIGHTSIDE OPERATING CO., a Delaware corporation (“Opco”), ENOM, INCORPORATED, a Nevada corporation (“eNom” and with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH LIMITED, a limited liability company organized under the laws of Ireland (“DMIH”), UNITED TLD HOLDCO LTD., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), RIGHTSIDE DOMAINS EUROPE LIMITED, a limited liability company organized under the laws of Ireland (“Domains” and with DMIH and United, the “Non-U.S. Borrowers”) (the U.S. Borrowers and the Non-U.S. Borrowers are collectively referred to as “Borrowers” and each individually, a “Borrower”), and SILICON VALLEY BANK (“SVB”), as Lender (in such capacity, the “Lender”).
GUARANTEE AND COLLATERAL AGREEMENT (U.S. Entities) Dated as of August 6, 2014, made by RIGHTSIDE GROUP, LTD., and the other Grantors referred to herein, in favor of OBSIDIAN AGENCY SERVICES, INC., as Collateral AgentGuarantee and Collateral Agreement • August 7th, 2014 • Rightside Group, Ltd. • Services-business services, nec • New York
This GUARANTEE AND COLLATERAL AGREEMENT (U.S. Entities) (this “Agreement”), dated as of August 6, 2014, is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, each a “Grantor” and, collectively, the “Grantors”), in favor of OBSIDIAN AGENCY SERVICES, INC., as Collateral Agent (in such capacity, the “Collateral Agent”) for the Secured Parties pursuant to that certain Credit Agreement, dated as of the date hereof (as amended, amended and restated, supplemented, restructured or otherwise modified, renewed or replaced from time to time, the “Credit Agreement”), by and among RIGHTSIDE GROUP, LTD., a Delaware corporation (the “U.S. Borrower”), UNITED TLD HOLDCO LTD., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Cayman Borrower”, and together with the U.S. Borrower, the “Borrowers”), the Lenders and the Collateral Agent, as administrative agent and collateral agent for the Len
AMENDMENT NO. 1 to CREDIT AGREEMENTCredit Agreement • August 15th, 2014 • Rightside Group, Ltd. • Services-business services, nec • California
THIS CREDIT AGREEMENT (this “Agreement”), dated as of August 1, 2014, is entered into by and among RIGHTSIDE GROUP, LTD., a Delaware corporation (“Borrower Parent”), RIGHTSIDE OPERATING CO., a Delaware corporation (“Opco”), ENOM, INCORPORATED, a Nevada corporation (“eNom” and with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH LIMITED, a limited liability company organized under the laws of Ireland (“DMIH”), UNITED TLD HOLDCO LTD., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), RIGHTSIDE DOMAINS EUROPE LIMITED, a limited liability company organized under the laws of Ireland (“Domains” and with DMIH and United, the “Non-U.S. Borrowers”) (the U.S. Borrowers and the Non-U.S. Borrowers are collectively referred to as “Borrowers” and each individually, a “Borrower”), and SILICON VALLEY BANK (“SVB”), as Lender (in such capacity, the “Lender”).
UNCONDITIONAL GUARANTEEAssumption Agreement • November 14th, 2014 • Rightside Group, Ltd. • Services-business services, nec • New York
This continuing UNCONDITIONAL GUARANTEE (Non-U.S. Entities) (“Guarantee”) is entered into as of August 6, 2014, by each of the signatories hereto (together with each Material Foreign Subsidiary of any Loan Party who accedes to this Guarantee as a guarantor after the date hereof pursuant to Section 5.12 of the Credit Agreement referred to below (each a “Guarantor” and, collectively, the “Guarantors”) in favor of Obsidian Agency Services, Inc. (in its capacity as collateral agent for the Secured Parties, hereinafter referred to as the “Collateral Agent”).
AMENDMENT NO. 2 to CREDIT AGREEMENTCredit Agreement • June 26th, 2015 • Rightside Group, Ltd. • Services-business services, nec • California
THIS AMENDMENT NO. 2 to Credit Agreement (this “Amendment”), dated as of June 24, 2015, is entered into by and among Rightside Group, Ltd., a Delaware corporation (“Borrower Parent”), Rightside Operating Co., a Delaware corporation (“Opco”), Enom, Incorporated, a Nevada corporation (“eNom,” and together with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH Limited, a limited liability company organized under the laws of Ireland (“DMIH”), United TLD Holdco Ltd., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), Rightside Domains Europe Limited, a limited liability company organized under the laws of Ireland (“Domains,” and together with DMIH and United, the “Non-U.S. Borrowers”), and Silicon Valley Bank (“SVB”), as Lender (in such capacity, the “Lender”). Each of the U.S. Borrowers and the Non-U.S. Borrowers is a “Borrower,” and collectively, they are the “Borrowers.”
AMENDMENT TO NON-EXECUTIVE CHAIRMAN AGREEMENTNon-Executive Chairman Agreement • July 3rd, 2014 • Rightside Group, Ltd. • Services-business services, nec
THIS AMENDMENT TO NON-EXECUTIVE CHAIRMAN AGREEMENT (this “Amendment”) is dated effective as of June 24, 2014, by and between Rightside Group, Ltd., a Delaware corporation (the “Company”), David E. Panos (the “Chairman”) and Demand Media, Inc., a Delaware corporation (“Demand”). Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Agreement.
ELEVENTH AMENDMENT TO AGREEMENTTo Agreement • July 2nd, 2015 • Rightside Group, Ltd. • Services-business services, nec
THIS ELEVENTH AMENDMENT TO AGREEMENT (this "Amendment") is dated effective as of June 30, 2015, by and between Namecheap, Inc. (“Namecheap”) and eNom Incorporated (“eNom"). Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Agreement.
AMENDMENT NO. 3 to CREDIT AGREEMENTCredit Agreement • April 4th, 2016 • Rightside Group, Ltd. • Services-business services, nec • California
THIS AMENDMENT NO. 3 to Credit Agreement (this “Amendment”), dated as of March 30, 2016, is entered into by and among Rightside Group, Ltd., a Delaware corporation (“Borrower Parent”), Rightside Operating Co., a Delaware corporation (“Opco”), Enom, Incorporated, a Nevada corporation (“eNom,” and together with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH Limited, a limited liability company organized under the laws of Ireland (“DMIH”), United TLD Holdco Ltd., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), Rightside Domains Europe Limited, a limited liability company organized under the laws of Ireland (“Domains,” and together with DMIH and United, the “Non-U.S. Borrowers”), and Silicon Valley Bank (“SVB”), as Lender (in such capacity, the “Lender”). Each of the U.S. Borrowers and the Non-U.S. Borrowers is a “Borrower,” and collectively, they are the “Borrowers.” Capitalized terms used herein and not otherwise defined shall ha
MASTER AGREEMENT BETWEEN NAMECHEAP, INC., ENOM INCORPORATED, UNITED TLD HOLDCO, LTD.Master Agreement • November 10th, 2015 • Rightside Group, Ltd. • Services-business services, nec • Washington
This AGREEMENT (the “Agreement”) dated as of July 31, 2015 (the “Effective Date”) is made between Namecheap, Inc. (“Namecheap”), eNom, Incorporated (“eNom”) and United TLD Holdco, Ltd. t/a Rightside Registry (“Rightside Registry” or “Rightside”), collectively the “Parties”.
GUARANTEE AND COLLATERAL AGREEMENT (U.S. Entities) Dated as of August 1, 2014, made by RIGHTSIDE GROUP, LTD., and the other Grantors referred to herein, in favor of SILICON VALLEY BANK, as LenderGuarantee and Collateral Agreement • August 7th, 2014 • Rightside Group, Ltd. • Services-business services, nec • California
This GUARANTEE AND COLLATERAL AGREEMENT (U.S. Entities) (this “Agreement”), dated as of August 1, 2014, is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, each a “Grantor” and, collectively, the “Grantors”), in favor of SILICON VALLEY BANK (“SVB”), as Lender (in its capacity as collateral agent for the Secured Parties, and together with the Secured Parties, hereinafter referred to as “Lender”) pursuant to that certain Credit Agreement, dated as of the date hereof (as amended, amended and restated, supplemented, restructured or otherwise modified, renewed or replaced from time to time, the “Credit Agreement”), by and among RIGHTSIDE GROUP, LTD., a Delaware corporation (“Borrower Parent”), RIGHTSIDE OPERATING CO., a Delaware corporation (“Opco”), ENOM, INCORPORATED, a Nevada corporation (“eNom” and with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH LIMITED, a limited liability company organized under the la
LIMITED CONSENT AND AMENDMENT NO. 4 to CREDIT AGREEMENTCredit Agreement • January 20th, 2017 • Rightside Group, Ltd. • Services-business services, nec • California
THIS LIMITED CONSENT AND AMENDMENT NO. 4 to Credit Agreement (this “Amendment”), dated as of January 20, 2017, is entered into by and among Rightside Group, Ltd., a Delaware corporation (“Borrower Parent”), Rightside Operating Co., a Delaware corporation (“Opco” and together with Borrower Parent, the “U.S. Borrowers”), DMIH Limited, a limited liability company organized under the laws of Ireland (“DMIH”), United TLD Holdco Ltd., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), Rightside Domains Europe Limited, a limited liability company organized under the laws of Ireland (“Domains,” and together with DMIH and United, the “Non-U.S. Borrowers”; each of the U.S. Borrowers and the Non-U.S. Borrowers is a “Borrower,” and collectively, they are the “Borrowers”), Enom, Incorporated, a Nevada corporation (“eNom”), HOT MEDIA, INC., a Delaware corporation (“Hot Media”), Acquire This Name, Inc., a Nevada corporation (“Acquire,” and together wit
AMENDMENT NO. 3 to CREDIT AGREEMENT (CORRECTED)Credit Agreement • November 9th, 2016 • Rightside Group, Ltd. • Services-business services, nec • California
THIS AMENDMENT NO. 3 to Credit Agreement (this “Amendment”), dated as of March 30, 2016, is entered into by and among Rightside Group, Ltd., a Delaware corporation (“Borrower Parent”), Rightside Operating Co., a Delaware corporation (“Opco”), Enom, Incorporated, a Nevada corporation (“eNom,” and together with Borrower Parent and Opco, the “U.S. Borrowers”), DMIH Limited, a limited liability company organized under the laws of Ireland (“DMIH”), United TLD Holdco Ltd., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“United”), Rightside Domains Europe Limited, a limited liability company organized under the laws of Ireland (“Domains,” and together with DMIH and United, the “Non-U.S. Borrowers”), and Silicon Valley Bank (“SVB”), as Lender (in such capacity, the “Lender”). Each of the U.S. Borrowers and the Non-U.S. Borrowers is a “Borrower,” and collectively, they are the “Borrowers.” Capitalized terms used herein and not otherwise defined shall ha
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENTAssignment, Assumption and Amendment Agreement • March 15th, 2017 • Rightside Group, Ltd. • Services-business services, nec • Washington
This Assignment, Assumption and Amendment Agreement (the "Agreement"), effective as of August 1, 2014 (the "Effective Date"), is by and among Demand Media, Inc. ("Assignor"), Rightside Group, Ltd. ("Assignee") and Matt Delgado, SVP Operations (“Employee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 7th, 2014 • Rightside Group, Ltd. • Services-business services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated as of this August 6, 2014, by and among Rightside Group, Ltd., a Delaware limited liability company (the “Company”) and the persons listed in Exhibit A of the Purchase Agreement (together with each of their respective Transferees, “Investors”).
UNCONDITIONAL GUARANTEEAssumption Agreement • November 14th, 2014 • Rightside Group, Ltd. • Services-business services, nec • California
This continuing UNCONDITIONAL GUARANTEE (Non-U.S. Entities) (“Guarantee”) is entered into as of August 1, 2014, by each of the signatories hereto (together with each Material Foreign Subsidiary of any Loan Party who accedes to this Guarantee as a guarantor after the date hereof pursuant to Section 6.9 of the Credit Agreement referred to below (each a “Guarantor” and, collectively, the “Guarantors”) in favor of SILICON VALLEY BANK (“SVB”), as Lender (in its capacity as collateral agent for the Secured Parties, and together with the Secured Parties, hereinafter referred to as “Lender”).
Dated this 6th day of August 2014Credit Agreement • November 14th, 2014 • Rightside Group, Ltd. • Services-business services, nec
TENTH AMENDMENT TO AGREEMENTTo Agreement • June 4th, 2015 • Rightside Group, Ltd. • Services-business services, nec
THIS TENTH AMENDMENT TO AGREEMENT (this "Amendment") is dated effective as of May 29, 2015, by and between Namecheap, Inc. (“Namecheap”) and eNom Incorporated (“eNom"). Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Agreement.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2017 • Rightside Group, Ltd. • Services-business services, nec • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July ___, 2013, is entered into by and between Demand Media, Inc., a Delaware corporation (the “Company”) and Matt Delgado (the “Employee”).
NON-EXECUTIVE CHAIRMAN AGREEMENTNon-Executive Chairman Agreement • January 13th, 2014 • Rightside Group, Ltd. • Washington
THIS NON-EXECUTIVE CHAIRMAN AGREEMENT (this “Agreement”), dated as of January 9, 2014, is entered into by and between Rightside Group, Ltd., a Delaware corporation (the “Company”), David E. Panos (the “Chairman”) and, solely for purposes of Sections 4(d), 6, 7, 9(c), 9(f), 9(g) and 9(h), Demand Media, Inc., a Delaware corporation (“Demand”).
AMENDMENT NO. 3 OF SENIOR UNSECURED PROMISSORY NOTERightside Group, Ltd. • November 10th, 2015 • Services-business services, nec
THIS AMENDMENT NO. 3 (this “Amendment”) to the Senior Unsecured Promissory Note dated October 17, 2014, as amended (the "Note") is dated effective as of August 1, 2015, by and between Namecheap, Inc. (“Namecheap”), and Rightside Group, Ltd. (“Rightside”). Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Note.
FIRST AMENDMENT TO AGREEMENTAgreement • March 11th, 2016 • Rightside Group, Ltd. • Services-business services, nec
THIS FIRST AMENDMENT TO AGREEMENT (this "Amendment") is dated effective as of January 29, 2016, by and between Namecheap, Inc. (“Namecheap”), eNom Incorporated (“eNom") and United TLD Holdco, Ltd. t/a Rightside Registry (“Rightside”), collectively the “Parties”. Unless otherwise expressly defined herein, all capitalized terms used herein shall have the meanings set forth in the Agreement.
Unaudited Pro Forma Condensed Financial InformationForma Condensed Financial Information • January 23rd, 2017 • Rightside Group, Ltd. • Services-business services, nec
On January 20, 2017, Rightside Group, Ltd. (“Rightside” or the “Company”) and its wholly owned subsidiaries, Rightside Operating Co. (“Seller”) and eNom, Incorporated (“eNom”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Tucows Inc. (“Tucows”) and Tucows (Emerald), LLC, a wholly-owned subsidiary of Tucows Inc. (the “Purchaser”), pursuant to which the Purchaser purchased Rightside’s eNom business through the purchase of all of the outstanding stock of eNom from Seller in exchange for $83.5 million, less a net working capital adjustment of $6.8 million, resulting in net cash at closing of $76.7 million (the “Transaction”). The purchase price is subject to customary adjustments following the closing, including a working capital adjustment to the extent such amount is greater or less than the estimated net working capital amount determined at closing. The Transaction closed on January 20, 2017.
