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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-32600

TUCOWS INC.

(Exact Name of Registrant as Specified in Its Charter)

Pennsylvania

23-2707366

(State or Other Jurisdiction of

(I.R.S. Employer

Incorporation or Organization)

Identification No.)

96 Mowat Avenue,

Toronto, Ontario M6K 3M1, Canada

(Address of Principal Executive Offices) (Zip Code)

(416) 535-0123

(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Trading

Title of each class

Symbol(s)

Name of each exchange on which registered

Common Stock

TCX

NASDAQ

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days: Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T§232.405 of this chapter during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the ExchangeAct.

Large accelerated filer ☐

Accelerated filer ☒

Non-accelerated filer ☐

Smaller reporting company ☐

Emerging Growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes ☐ No ☒

As of November 1, 2021, there were 10,699,567 outstanding shares of common stock, no par value, of the registrant.

Table of Contents
	TUCOWS INC.
		Form 10-Q Quarterly Report
	INDEX

	PART I
		FINANCIAL INFORMATION

Item 1.			Consolidated Financial Statements	3

			Consolidated Balance Sheets (unaudited) as of September 30, 2021 and December 31, 2020	3

			Consolidated Statements of Operations and Comprehensive Income (unaudited) for the three and nine months ended September 30, 2021 and 2020	4

			Consolidated Statements of Cash Flows (unaudited) for the nine months ended September 30, 2021 and 2020	5

			Notes to Consolidated Financial Statements (unaudited)	6

Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations	22

Item 3.			Quantitative and Qualitative Disclosures About Market Risk	43

Item 4.			Controls and Procedures	44

	PART II
	OTHER INFORMATION

Item 1.			Legal Proceedings	45

Item 1A.			Risk Factors	45

Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds	46

Item 3.			Defaults Upon Senior Securities	46

Item 4.			Mine Safety Disclosures	46

Item 5.			Other Information	46

Item 6.			Exhibits	47

Signatures				48
					TRADEMARKS, TRADE NAMES AND SERVICE MARKS

			Tucows®, EPAG®, Hover®, OpenSRS®, Platypus®, Ting®, eNom®, Roam®, Roam Mobility®, Bulkregister®, Ascio®, Cedar®, and YummyNames® are
registered trademarks of Tucows Inc. or its subsidiaries. Other service marks, trademarks and trade names of Tucows Inc. or its subsidiaries may be used in thisQuarterly Report on Form 10-Q (this “Quarterly Report”). All other service marks, trademarks and trade names referred to in this Quarterly Report are the property oftheir respective owners. Solely for convenience, any trademarks referred to in this Quarterly Report may appear without the ® or TM symbol, but such references arenot intended to indicate, in any way, that we or the owner of such trademark, as applicable, will not assert, to the fullest extent under applicable law, our or its rights, orthe right of the applicable licensor, to these trademarks.

						2

Table of Contents
	PART I. FINANCIAL INFORMATION
	Item 1. Consolidated Financial Statements
		Tucows Inc.
	Consolidated Balance Sheets

	(Dollar amounts in thousands of U.S. dollars)
		(unaudited)

				September 30,	December 31,
						2021		2020

Assets

Current assets:
Cash and cash equivalents			$	5,535 $	8,311
Accounts receivable, net of allowance for doubtful accounts of $210 as of September 30, 2021 and $222 as ofDecember 31, 2020
				14,822	15,540
Contract asset (note 10)				2,783	-
Inventory				3,111	1,875
Prepaid expenses and deposits				18,719	16,845
Derivative instrument asset, current portion (note 5)				-	3,860
Deferred costs of fulfillment, current portion (note 11)				94,970	93,467
Income taxes recoverable				3,892	1,302
Total current assets						143,832	141,200

Deferred costs of fulfillment, long-term portion (note 11)				18,226	17,599
Derivative instrument asset, long-term portion (note 5)				78	-
Investments				2,012	-
Deferred tax asset				153	226
Property and equipment						155,236	117,530
Right of use operating lease asset				16,138	11,238
Contract costs				806	362
Intangible assets (note 6)				40,413	47,444
Goodwill (note 6)								116,304	116,304
Total assets			$			493,198 $	451,903


Liabilities and Stockholders' Equity

Current liabilities:
Accounts payable			$	9,260 $	6,329
Accrued liabilities				12,176	10,235
Customer deposits				15,139	15,402
Derivative instrument liability, current portion (note 5)				453	99
Operating lease liability, current portion (note 12)				2,588	1,761
Deferred revenue, current portion (note 10)						127,792	127,336
Accreditation fees payable, current portion				913	940
Income taxes payable				62	863
Total current liabilities						168,383	162,965

Derivative instrument liability, long-term portion (note 5)				-	114
Deferred revenue, long-term portion (note 10)				24,195	24,909
Accreditation fees payable, long-term portion				177	195
Operating lease liability, long-term portion (note 12)				11,103	9,179
Loan payable, long-term portion (note 7)						149,937	121,733
Other long-term liability (note 4)				3,703	3,416
Deferred tax liability				22,481	24,694

Stockholders' equity (note 14)
Preferred stock - no par value, 1,250,000 shares authorized; none issued and outstanding				-	-
Common stock - no par value, 250,000,000 shares authorized; 10,696,779 shares issued and outstanding as ofSeptember 30, 2021 and 10,612,414 shares issued and outstanding as of December 31, 2020
				25,520	20,798
Additional paid-in capital				2,550	1,458
Retained earnings				85,437	80,106
Accumulated other comprehensive income (note 5)				(288)	2,336
Total stockholders' equity								113,219	104,698
Total liabilities and stockholders' equity			$			493,198 $	451,903

Contingencies (note 18)
Subsequent events (note 19)

									See accompanying notes to consolidated financial statements

		3

Table of Contents
	Tucows Inc.
		Consolidated Statements of Operations and Comprehensive Income

		(Dollar amounts in thousands of U.S. dollars, except per share amounts)
	(unaudited)

			For the Three Months Ended			For the Nine Months Ended
				September 30,		September 30,
				2021					2020		2021		2020


Net revenues (note 10)			$	75,893 $	74,311 $	221,861 $				240,418

Cost of revenues (note 10)
Direct cost of revenues				49,540	48,330	144,860				153,308
Network expenses				3,445	2,612	10,295	7,513
Depreciation of property and equipment				4,622	2,985	12,344	8,892
Amortization of intangible assets (note 6)				21	330				344	1,010
Impairment of property and equipment				241	113				302	1,638
Total cost of revenues				57,869	54,370	168,145				172,361

Gross profit				18,024	19,941	53,716	68,057

Expenses:
Sales and marketing				9,892	8,318	27,579	26,521
Technical operations and development				3,742	3,162	10,044	8,980
General and administrative				5,069	4,868	15,232	15,074
Depreciation of property and equipment				136	125				384	363
Loss on disposition of property and equipment				229	-				234	-
Amortization of intangible assets (note 6)				2,267	2,315				6,909	7,766
Impairment of definite life intangible assets (note 6)				-	-				-	1,431
Loss (gain) on currency forward contracts (note 5)				(87)	(159)				(277)	(99)
Total expenses				21,248	18,629	60,105	60,036

Income from operations				(3,224)	1,312	(6,389)	8,021

Other income (expenses):
Interest expense, net				(1,169)	(760)	(3,108)	(2,756)
Gain on sale of Ting customer assets, net (note 17)				5,564	1,090	15,767	1,090
Other expense, net				(95)	(86)				(274)	(258)
Total other income (expenses)				4,300	244	12,385	(1,924)

Income before provision for income taxes				1,076	1,556				5,996	6,097

Provision for income taxes (note 8)				(299)	840				665	2,390

Net income for the period				1,375	716				5,331	3,707

Other comprehensive income, net of tax
Unrealized income (loss) on hedging activities (note 5)				(501)	729				115	609
Net amount reclassified to earnings (note 5)				(884)	46	(2,739)	289
Other comprehensive income net of tax expense (recovery) of ($419) and $230 for thethree months ended September 30, 2021 and September 30, 2020, ($794) and $262 for thenine months ended September 30, 2021 and September 30, 2020 (note 5)
				(1,385)	775	(2,624)	898

Comprehensive income, net of tax for the period			$	(10) $	1,491 $				2,707 $	4,605


Basic earnings per common share (note 9)			$	0.13 $	0.07 $				0.50 $	0.35

Shares used in computing basic earnings per common share (note 9)				10,679,309				10,577,731	10,643,798			10,585,785

Diluted earnings per common share (note 9)			$	0.13 $	0.07 $				0.49 $	0.35

Shares used in computing diluted earnings per common share (note 9)				10,819,716				10,682,808	10,800,361			10,679,162
		See accompanying notes to consolidated financial statements

	4

Table of Contents
	Tucows Inc.
		Consolidated Statements of Cash Flows

		(Dollar amounts in thousands of U.S. dollars)
	(unaudited)

			For the Three Months Ended			For the Nine Months Ended
				September 30,			September 30,
				2021						2020		2021		2020
Cash provided by:
Operating activities:
Net income for the period			$	1,375 $	716 $		5,331 $	3,707
Items not involving cash:
Depreciation of property and equipment				4,758	3,110	12,728		9,255
Impairment of property and equipment				241	113		302	1,638
Amortization of debt discount and issuance costs				68	68		202	202
Amortization of intangible assets				2,288	2,645		7,253	8,776
Net amortization contract costs				(189)	(15)		(444)	109
Impairment of definite life intangible assets				-	-		-	1,431
Other				-	-		-	223
Accretion of contingent consideration				96	86		287	258
Deferred income taxes (recovery)				(488)	180	(1,368)		(927)
Excess tax benefits on share-based compensation expense				(323)	(164)		(868)	(508)
Net Right of use operating assets/Operating lease liability				(2,378)	137	(2,149)		249
Loss on disposal of domain names				-	-		1	15
Loss (gain) on change in the fair value of forward contracts				249	(175)		606	(263)
Disposal of Ting Mobile customer assets (note 17)				-	3,513		-	3,513
Stock-based compensation				1,126	1,016		3,357	2,664
Change in non-cash operating working capital:
Accounts receivable				(11)	118		718	2,670
Contract assets				(2,783)	-	(2,783)		-
Inventory				(275)	(123)	(1,236)		1,681
Prepaid expenses and deposits				918	2,905	(1,874)		(317)
Deferred costs of fulfillment				1,442	984	(2,130)		(4,073)
Income taxes recoverable				532	(2,475)	(2,502)		(1,681)
Accounts payable				271	509		2,289	759
Accrued liabilities				(1,828)	(668)		1,941	(334)
Customer deposits				(673)	69		(263)	463
Deferred revenue				(2,873)	(1,070)		(258)	4,927
Accreditation fees payable				(51)	(47)		(45)	7
Net cash provided by operating activities				1,492	11,432	19,095		34,444

Financing activities:
Proceeds received on exercise of stock options				1,368	632		2,844	678
Payment of tax obligations resulting from net exercise of stock options				(89)	(132)		(387)	(479)
Repurchase of common stock				-	-		-	(3,281)
Proceeds received on loan payable				10,000	-	28,000		-
Payment of loan payable costs				-	-		-	(32)
Net cash (used in) provided by financing activities				11,279	500	30,457		(3,114)

Investing activities:
Additions to property and equipment				(14,488)					(10,636)	(50,093)			(32,729)
Investment in securities				-	-	(2,012)		-
Acquisition of Cedar Holdings Group, net of cash of $66 (note 4)				-	-		-	(8,770)
Acquisition of intangible assets				(6)	-		(223)	(69)
Net cash used in investing activities				(14,494)					(10,636)	(52,328)			(41,568)

Increase (decrease) in cash and cash equivalents				(1,723)	1,296	(2,776)				(10,238)

Cash and cash equivalents, beginning of period				7,258	8,859		8,311	20,393
Cash and cash equivalents, end of period			$	5,535 $	10,155 $		5,535 $	10,155



Supplemental cash flow information:
Interest paid			$	1,144 $	635 $		3,083 $	2,638
Income taxes paid, net			$	212 $	3,249 $		6,008 $	5,449
Supplementary disclosure of non-cash investing and financing activities:
Property and equipment acquired during the period not yet paid for			$	1,772 $	1,697 $		1,772 $	1,697
Fair value of shares issued for acquisition of Cedar Holdings Group			$	- $	- $		- $	2,000
Fair value of contingent consideration for acquisition of Cedar Holdings Group			$	- $	- $		- $	3,072

											See accompanying notes to consolidated financial statements

	5

Table of Contents NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) 1. Organization of the Company:
	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 Mobile Service Enabler ("MSE") solutions and professional services to retail mobile providers as well as its own retail mobile phone services.The Company is also a global distributor of Internet services, including domain name registration, digital certificates, and email. It provides these services primarilythrough a global Internet-based distribution network of Internet Service Providers, web hosting companies and other providers of Internet services to end-users.

2. Basis of Presentation:
	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 financialposition of Tucows and its subsidiaries as at September 30, 2021 and the results of operations and cash flows for the interim periods ended September 30, 2021 and 2020.The results of operations presented in this Quarterly Report on Form 10-Q are not necessarily indicative of the results of operations that may be expected for futureperiods.
	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 auditedconsolidated financial statements and accompanying notes have been condensed or omitted. Other than the exception noted below, these interim consolidated financialstatements and accompanying notes follow the same accounting policies and methods of application used in the annual financial statements and should be read inconjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2020 included in Tucows' 2020 AnnualReport on Form 10-K filed with the SEC on March 3, 2021 (the “2020 Annual Report”). There have been no material changes to our significant accounting policies andestimates during the three and nine months ended September 30, 2021 as compared to the significant accounting policies and estimates described in our 2020 AnnualReport, except as described in Note 13 - Segment Reporting and Note 16 - Fair Value Measurement.

3. Recent Accounting Pronouncements: Recent Accounting Pronouncements Not Yet Adopted
	In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting
(“ASU 2020-04”), which provides optional guidance for a limited period of time to ease the potential burden of reference rate reform on financial reporting. Theamendments in ASU 2020-04 apply to contract modifications that replace a reference rate affected by reference rate reform and contemporaneous modifications of othercontract terms related to the replacement of the reference rate. The following optional expedients for applying the requirements of certain Topics or Industry Subtopicsin the Codification are permitted for contracts that are modified because of reference rate reform and that meet certain scope guidance:
1.	Modifications of contracts within the scope of Topics 310, Receivables, and 470, Debt, should be accounted for by prospectively adjusting the effectiveinterest rate.
2.	Modifications of contracts within the scope of Topic 842, Leases, should be accounted for as a continuation of the existing contracts with no reassessments ofthe lease classification and the discount rate or remeasurements of lease payments that otherwise would be required under those Topics for modifications notaccounted for as separate contracts.

3.	Modifications of contracts do not require an entity to reassess its original conclusion about whether that contract contains an embedded derivative that isclearly and closely related to the economic characteristics and risks of the host contract under Subtopic 815-15, Derivatives and Hedging— EmbeddedDerivatives


	The amendments in ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022. The Company is currently charged interest and
standby fees associated with its Amended 2019 Credit Facility (as defined below) based on LIBOR which are partially hedged by interest rate swaps, which are alsobased on LIBOR. Both the Amended 2019 Credit Facility and the interest rate swaps will need to be amended when an alternative reference rate is chosen, at which timewe may adopt some of the practical expedients provided by ASU 2020-04.

4. Acquisitions:
	On January 1, 2020, the Company entered into a Stock Purchase Agreement to purchase all of the issued and outstanding shares of Cedar Holdings Group,
Incorporated (“Cedar”), a fiber Internet provider business based in Durango, Colorado. For more information, see Note 3 - Acquisitions of the 2020 Annual Report.

		6

Table of Contents 5. Derivative Instruments and Hedging Activities:

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, the Company has employed a hedging program with a Canadian chartered bank to limit the potential foreign exchange fluctuations incurred

on its future cash flows related to a portion of payroll, taxes, rent and payments to Canadian domain name registry suppliers that are denominated in Canadian dollarsand are expected to be paid by its Canadian operating subsidiary. In May 2020, the Company entered into a pay-fixed, receive-variable interest rate swap with a Canadianchartered bank to limit the potential interest rate fluctuations incurred on its future cash flows related to variable interest payments on the Amended 2019 Credit Facility.The notional value of the interest rate swap was $70 million.

The Company does not use hedging forward contracts for trading or speculative purposes. The foreign exchange contracts typically mature between one and

eighteen months, and the interest rate swap matures in 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 (Topic 815) (“ASC Topic 815”). For certain contracts, as the critical terms of the hedging instrument, and of the entire hedged forecasted transaction, are thesame, in accordance with ASC Topic 815, the Company has been able to conclude that changes in fair value and cash flows attributable to the risk of being hedged areexpected to completely offset at inception and on an ongoing basis. The Company has also designated the interest rate swap as a cash flow hedge of expected futureinterest payments. Accordingly, for the foreign exchange and interest rate swap contracts, unrealized gains or losses on the effective portion of these contracts havebeen included within other comprehensive income and reclassified to earnings when the hedged transaction is recognized in earnings. Cash flows from hedgingactivities are classified under the same category as the cash flows from the hedged items in the consolidated statements of cash flows. The fair value of the contracts, asof September 30, 2021 and December 31, 2020, is recorded as derivative instrument assets or liabilities. For certain contracts where the hedged transactions are no longerprobable to occur, the loss on the associated forward contract is recognized in earnings.

As of September 30, 2021, the notional amount of forward contracts that the Company held to sell U.S. dollars in exchange for Canadian dollars was $20.9 million,

of which $20.9 million met the requirements of ASC Topic 815 and were designated as hedges.

As of December 31, 2020, the notional amount of forward contracts that the Company held to sell U.S. dollars in exchange for Canadian dollars was $31.8 million,

of which $26.8 million met the requirements of ASC Topic 815 and were designated as hedges.

As of September 30, 2021, we had the following outstanding forward contracts to trade U.S. dollars in exchange for Canadian dollars:

Weighted average

Notional amount of

exchange rate of U.S.

Fair value Asset /

Maturity date (Dollar amounts in thousands of U.S. dollars)

U.S. dollars

dollars

(Liability)

October - December 2021

12,959

1.2455

(209)

January - March 2022

7,930

1.2452

(129)

20,889

1.2454 $

(338)

As of September 30, 2021 and December 31, 2020, the notional amount of the Company's interest rate swap designated as a cash flow hedge was $70 million.

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 include any income tax effects).

Fair value of derivative instruments in the consolidated balance sheets

As of September

As of December

30, 2021 Fair

31, 2020 Fair

Value Asset

Derivatives (Dollar amounts in thousands of U.S. dollars)

Balance Sheet Location

(Liability)

Foreign Currency forward contracts designated as cash flow hedges (net)

Derivative instruments

(338) $

3,254

Interest rate swap contract designated as a cash flow hedge (net)

Derivative instruments

(37) $

(213)

Foreign Currency forward contracts not designated as cash flow hedges (net)

Derivative instruments

606

Total foreign currency and interest swap forward contracts (net)

Derivative instruments

(375) $

3,647

Table of Contents Movement in accumulated other comprehensive income (AOCI) balance for the three months ended September 30, 2021 (Dollar amounts in thousands of U.S.dollars)
	Gains and losses on
		cash flow hedges		Tax impact	Total AOCI
Opening AOCI balance - June 30, 2021	$	1,424 $		(327) $	1,097
Other comprehensive income (loss) before reclassifications		(654)		153	(501)
Amount reclassified from AOCI		(1,150)		266	(884)
Other comprehensive income (loss) for the three months ended September 30, 2021		(1,804)		419	(1,385)

Ending AOCI Balance - September 30, 2021	$	(380) $		92 $	(288)
Movement in accumulated other comprehensive income (AOCI) balance for the nine months ended September 30, 2021 (Dollar amounts in thousands of U.S. dollars)
	Gains and losses on
		cash flow hedges		Tax impact	Total AOCI
Opening AOCI balance - December 31, 2020	$	3,038 $		(702) $	2,336
Other comprehensive income (loss) before reclassifications		148		(33)	115
Amount reclassified from AOCI		(3,566)		827	(2,739)
Other comprehensive income (loss) for the nine months ended September 30, 2021		(3,418)		794	(2,624)

Ending AOCI Balance - September 30, 2021	$	(380) $		92 $	(288)
Effects of derivative instruments on income and other comprehensive income (OCI) for the three months ended September 30, 2021 and 2020 are as follows (Dollaramounts in thousands of U.S. dollars)
						Amount of Gain or	Location of Gain or(Loss) Reclassified	Amount of Gain or
						(Loss) Recognized in	(Loss) Reclassified
						OCI, net of tax, on	from AOCI into	from AOCI into
Derivatives in Cash Flow Hedging Relationship						Derivative		Income	Income
		Operating expenses $			967
Foreign currency forward contracts for the three months ended September 30, 2021	$	(466) Cost of revenues		$	219

			Interest expense,net
Interest rate swap contract for the three months ended September 30, 2021	$	(35)		$	(36)

		Operating expenses $			(43)
Foreign currency forward contracts for the three months ended September 30, 2020	$	762 Cost of revenues		$	(12)

			Interest expense,net
Interest rate swap contract for the three months ended September 30, 2020	$	13		$	(4)
Effects of derivative instruments on income and other comprehensive income (OCI) for the nine months ended September 30, 2021 and 2020 are as follows (Dollaramounts in thousands of U.S. dollars)
						Amount of Gain or	Location of Gain or(Loss) Reclassified	Amount of Gain or
						(Loss) Recognized in	(Loss) Reclassified
						OCI, net of tax, on	from AOCI into	from AOCI into
Derivatives in Cash Flow Hedging Relationship						Derivative		Income	Income
		Operating expenses $			3,004
Foreign currency forward contracts for the nine months ended September 30, 2021	$	42 Cost of revenues		$	643

			Interest expense,net
Interest rate swap contract for the nine months ended September 30, 2021	$	73		$	(81)

		Operating expenses $			(290)
Foreign currency forward contracts for the nine months ended September 30, 2020	$	1,039 Cost of revenues		$	(82)

			Interest expense,net
Interest rate swap contract for the nine months ended September 30, 2020	$	(141)		$	(4)

							In addition to the above, for those foreign currency forward contracts not designated as hedges, the Company recorded the following fair value adjustments on
settled and outstanding contracts (Dollar amounts in thousands of U.S. dollars):

	Three Months Ended September 30, Nine Months Ended September 30,
Forward currency contracts not designated as hedges:		2021						2020	2021	2020

Gain (loss) on settlement	$					336 $	(18) $	883 $	(162)

Gain (loss) on change in fair value	$					(249) $	177 $	(606) $	261

								8

Table of Contents 6. Goodwill and Other Intangible Assets 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 $116.3 million as of September 30, 2021 and $116.3 million as of December 31, 2020. The Company's goodwill
relates 7% ($8.6 million) to its Fiber Internet Services operating segment, nil to its Mobile Services operating segment and 93% ($107.7 million) to its Domain Servicesoperating segment.
	Goodwill is not amortized, but is subject to an annual impairment test, or more frequently if impairment indicators are present. No impairment was recognized
during the three and nine months ended September 30, 2021 and 2020. 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 hasthe 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. Theindefinite life intangible assets are not amortized but are subject to impairment assessments performed throughout the year. As part of the normal renewal evaluationprocess during the periods ended September 30, 2021 and September 30, 2020, the Company assessed that all domain names that were originally acquired in the June2006 acquisition of Mailbank.com Inc. that were up for renewal, should be renewed.
	Intangible assets, comprising brand, technology, customer relationships and network rights are being amortized on a straight-line basis over periods of two to
fifteen years.
	Net book value of acquired intangible assets consist of the following (Dollar amounts in thousands of U.S. dollars):

			Direct
		Surname	navigation
		domain	domain		Customer	Network
			names		names		Brand		relationships Technology	rights		Total
		indefinite	indefinite
	Amortization period		life								life		7 years	3 - 7 years 2 - 7 years	15 years

	Balances, June 30, 2021	$	11,156 $	1,135 $	5,986 $						23,273 $	- $	1,145 $		42,695
	Acquisition of customer relationships		-	-	-						6	-	-		6
	Amortization expense		-	-	(518)						(1,749)	-	(21)	(2,288)
	Balances, September 30, 2021	$	11,156 $	1,135 $	5,468 $						21,530 $	- $	1,124 $		40,413

			Direct
		Surname	navigation
		domain	domain		Customer	Network
			names		names		Brand		relationships Technology	rights		Total
		indefinite	indefinite
	Amortization period		life								life		7 years	3 - 7 years 2 - 7 years	15 years

	Balances, December 31, 2020	$	11,157 $	1,135 $	7,021 $						26,664 $	274 $	1,193 $		47,444
	Acquisition of customer relationships		-	-	-						221	-	-	221
	Acquisition of network rights		-	-	-						-	-	2		2
	Additions to/(disposals from) domain
	portfolio, net		(1)	-	-						-	-	-		(1)
	Amortization expense		-	-	(1,553)						(5,355)	(274)	(71)	(7,253)
	Balances, September 30, 2021	$	11,156 $	1,135 $	5,468 $						21,530 $	- $	1,124 $		40,413

	The following table shows the estimated amortization expense for each of the next 5 years, assuming no further additions to acquired intangible assets are made
(Dollar amounts in thousands of U.S. dollars):
							Year ending
							December 31,
	Remainder of 2021					$		2,343
	2022							9,377
	2023							8,684
	2024							3,227
	2025							2,587
	Thereafter							1,904
	Total					$		28,122

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Table of Contents 7. Loan Payable: Amended 2019 Credit Facility
	On June 14, 2019, the Company and its wholly-owned subsidiaries, Tucows.com Co., Ting Fiber, Inc., Ting Inc., Tucows (Delaware) Inc. and Tucows (Emerald),
LLC entered into an Amended and Restated Senior Secured Credit Agreement with Royal Bank of Canada (“RBC”), as administrative agent, and lenders party thereto(collectively with RBC, the “Lenders”) under which the Company has access to an aggregate of up to $240 million in funds, which consists of $180 million guaranteedcredit facility and a $60 million accordion facility. On November 27, 2019, the Company entered into Amending Agreement No. 1 to the Amended and Restated SeniorSecured Credit Agreement (collectively with the Amended and Restated Senior Secured Credit Agreement, the “Amended 2019 Credit Facility”) to amend certain definedterms in connection with the Cedar acquisition.
	The Amended 2019 Credit Facility replaced a secured Credit Agreement dated January 20, 2017 with Bank of Montreal, RBC and Bank of Nova Scotia. The obligations of the Company under the Amended 2019 Credit Agreement are secured by a first priority lien on substantially all of the personal property and
assets of the Company and has a four-year term, maturing on June 13, 2023. Credit Facility Terms
	The Amended 2019 Credit Facility is revolving with interest only payments with no scheduled repayments during the term. The Amended 2019 Credit Facility contains customary representations and warranties, affirmative and negative covenants, and events of default. The Amended
2019 Credit Facility requires that the Company to comply with the following financial covenants: (i) at all times, a Total Funded Debt to Adjusted EBITDA Ratio (asdefined in the Amended 2019 Credit Agreement) of 3.50:1; and (ii) with respect to each fiscal quarter, an Interest Coverage Ratio (as defined in the Amended 2019 CreditAgreement) of not less than 3.00:1. Further, the Company’s maximum annual Capital Expenditures cannot exceed 110% of the forecasted capital expenditures of its annualbusiness plan. In addition, share repurchases require the Lenders’ consent if the Company’s Total Funded Debt to Adjusted EBITDA ratio exceeds 2.00:1. During thethree and nine months ended September 30, 2021, and the three and nine months ended September 30, 2020 the Company was in compliance with these covenants.
	Borrowings under the Amended 2019 Credit Facility 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:
			Greater than or	Greater than or
			equal to 1.00 and	equal to 2.00 and	Greater than or
Availment type or fee		Less than 1.00	less than 2.00		less than 2.50		equal to 2.50
Canadian dollar borrowings based on Bankers’ Acceptance or U.S. dollarborrowings based on LIBOR (Margin)
						1.50%	1.85%	2.35%	2.85%
Canadian or U.S. dollar borrowings based on Prime Rate or U.S. dollar borrowingsbased on Base Rate (Margin)
						0.25%	0.60%	1.10%	1.60%
Standby fees						0.30%	0.37%	0.47%	0.57%

	The following table summarizes the Company’s borrowings under the credit facilities (Dollar amounts in thousands of U.S. dollars):

		September 30, 2021 December 31, 2020

Revolver		$				150,400 $	122,400
Less: unamortized debt discount and issuance costs			(463)	(667)
Total loan payable						149,937	121,733
Less: loan payable, current portion			-				-
Loan payable, long-term portion		$				149,937 $	121,733

	The following table summarizes our scheduled principal repayments as of September 30, 2021 (Dollar amounts in thousands of U.S. dollars):
Remainder of 2021
			$				-
2022							-
2023				150,400
			$	150,400
8. Income Taxes:
	For the three months ended September 30, 2021, the Company recorded an income tax recovery of $0.3 million on net income before income taxes of $1.1 million,
using an estimated effective tax rate for the fiscal year ending December 31, 2021 (“Fiscal 2021”). Our income tax recovery includes a $0.8 million tax recovery related todiscrete adjustments resulting from foreign exchange and mark-to-market adjustments as well as the inclusion of a $0.2 million tax recovery related to ASU No. 2016-09—Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which requires all excess tax benefitsand tax deficiencies related to employee share-based payments to be recognized through income tax expense (recovery).

Comparatively, for the three months ended September 30, 2020, the Company recorded an income tax expense of $0.8 million on income before income taxes of
$1.6 million, using an estimated effective tax rate for the fiscal year ending December 31, 2020 (“Fiscal 2020”) adjusted for certain minimum state taxes as well as theinclusion of a $0.3 million tax expense related to ASU 2016-09. Our effective tax rate for the three months ended September 30, 2020 is also adversely impacted by discreteadjustments resulting from finalization of prior period tax filings and a change in the geographical mix of income.
	For the nine months ended September 30, 2021, the Company recorded an income tax expense of $0.7 million on income before income taxes of $6.0 million, using
an estimated effective tax rate for Fiscal 2021. Our income tax expense includes a $1.6 million tax recovery related to discrete adjustments resulting from foreign exchangeand mark-to-market adjustments as well as the inclusion of a $0.4 million tax recovery related to ASU 2016-09.
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Table of Contents
	Comparatively, for the nine months ended September 30, 2020, we recorded an income tax expense of $2.4 million on net income before income taxes of $6.1 million,
using an estimated effective tax rate for Fiscal 2020 adjusted for certain minimum state taxes, as well as the inclusion of a $0.1 million tax expense related to ASU 2016-09. Our effective tax rate for the nine months ended September 30, 2020 is also also adversely impacted by discrete adjustments resulting from finalization of prior periodtax filings and a change in the geographical mix of income.
	In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will
not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the years in which those temporarydifferences become deductible. Management considers projected future taxable income, uncertainties related to the industry in which the Company operates, and taxplanning strategies in making this assessment.
	In connection with the eNom acquisition in 2017, we acquired deferred tax liabilities primarily composed of prepaid registry fees. As a result, we aligned our tax
methodology pertaining to the deductibility of prepaid registry fees for our other subsidiaries. In the first quarter of 2019, we determined that we were in technicalviolation with respect to the administrative application of the accounting method change relating to the deductibility of prepaid registry fees for these additionalsubsidiaries. In February 2019, the Company filed an application for relief ("9100 Relief") to correct the issue. In November 2019, the Company was granted 9100 Reliefand was given 30 days to file the appropriate forms based on prescribed instructions. The Company filed the forms in December 2019 and now awaits the final IRSresponse and acceptance of the change in accounting method. Management is of the view that it is more likely than not that the IRS will accept the 9100 Relief and filingof the prescribed forms. As such, no additional tax uncertainties or related interest or penalties have been recorded as at September 30, 2021.
	The Company recognizes accrued interest and penalties related to income taxes in income tax expense. The Company did not have significant interest and
penalties accrued at September 30, 2021 and December 31, 2020 respectively.

9. Basic and Diluted Earnings per Common Share:
	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,
			2021		2020		2021		2020

Numerator for basic and diluted earnings per common share:
Net income for the period		$	1,375 $			716 $	5,331 $		3,707

Denominator for basic and diluted earnings per common share:
Basic weighted average number of common shares outstanding			10,679,309		10,577,731		10,643,798		10,585,785
Effect of outstanding stock options			140,407		105,077		156,563		93,377
Diluted weighted average number of shares outstanding			10,819,716		10,682,808		10,800,361		10,679,162

Basic earnings per common share		$		0.13 $		0.07 $		0.50 $		0.35

Diluted earnings per common share		$		0.13 $		0.07 $		0.49 $		0.35

	For the three months ended September 30, 2021, options to purchase 92,470 common shares were not included in the computation of diluted income per common
share because the options’ exercise price was greater than the average market price of the common shares for the period as compared to the three months endedSeptember 30, 2020, where 87,659 outstanding options were not included in the computation.
	For the nine months ended September 30, 2021, options to purchase 44,150 common shares were not included in the computation of diluted income per common
share because the options’ exercise price was greater than the average market price of the common shares for the period as compared to the nine months endedSeptember 30, 2020, where 130,876 outstanding options were not included in the computation. 10. Revenue: Significant accounting policy
	The Company’s revenues are derived from (a) the provisioning of retail fiber Internet services in our Fiber Internet Services segment, (b) the provisioning of
wholesale mobile platform services, professional services and the provisioning of retail mobile services in our Mobile Services segment; and from (c) domain nameregistration contracts, other domain related value-added services, domain sale contracts, and other advertising revenue in our Domain Services segment. Amountsreceived in advance of meeting the revenue recognition criteria described below are recorded as deferred revenue. All products are generally sold without the right ofreturn 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
parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer.
		11

Table of Contents 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 – Segment Reporting.
(a) Fiber Internet Services

	The Company generates Fiber Internet Services revenues primarily through the provisioning of fixed high-speed Internet access, Ting Internet, as well as billing
solutions to Internet Service Providers (“ISPs”).
	Fiber Internet services (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 iscollected before the service period, revenue is initially deferred and recognized as the Company performs its obligation to provide Internet access. Though the Companydoes not consider the installation of fixed Internet access to be a distinct performance obligation, the fees related to installation are immaterial and therefore revenue isrecognized as billed.
	Ting Internet access services are primarily contracted through the Ting website, for one month at a time and contain no commitment to renew the contract
following each customer’s monthly billing cycle. The Company’s billing cycle for all Ting Internet customers is computed based on the customer’s activation date. Inaddition, revenues associated with the sale of Internet hardware to subscribers are recognized when title and risk of loss is transferred to the subscriber and shipmenthas occurred. Incentive marketing credits given to customers are recorded as a reduction of revenue.
	In those cases, where payment is not received at the time of sale, revenue is not recognized at contract inception unless the collection of the related accounts
receivable is reasonably assured. The Company records costs that reflect expected refunds, rebates and credit card charge-backs as a reduction of revenues at the timeof the sale based on historical experiences and current expectations.
(b) Mobile Services

	The Company generates Mobile Services revenues through the provisioning of mobile services to wholesale and retail customers. Mobile services consist of
mobile platform services provided to wholesale customers to whom we also provide other professional services. Mobile services also consist of retail services providedto Ting Mobile customers.
	Mobile platform services agreements contain both MSE services and professional services. MSE services represent a single promise to provide continuous
access (i.e. a stand-ready performance obligation) to the platform and software solutions. As each month of providing access to the platform is substantially the sameand the customer simultaneously receives and consumes the benefits as access is provided, the performance obligation is comprised of a series of distinct serviceperiods. Consideration for these arrangements includes both a fixed component and a variable component that varies each month depending on the number ofsubscribers hosted on the platform. These professional services can include implementation, training, consulting or software development/modification services.Revenues from arrangements to provide professional services are generally distinct from the other promises in the contract(s) and are recognized as the related servicesare performed. Consideration payable under the professional service arrangements is included with the variable consideration from the mobile platform services, whichwould represent variable consideration estimated using the most likely amount based on the range of hours expected to be incurred in providing the services. Whereconsideration for professional services is included in the consideration for mobile platform services, the Company estimates the standalone selling price (“SSP”) forprofessional services based on observable standalone sales, and applies the residual approach to estimate the SSP for mobile platform services. The total variableconsideration is estimated at contract inception (considering any constraints that may apply and updating the estimates as new information becomes available) and thetransaction price is allocated to the performance obligations based on the relative SSP basis and recognized over the period to which it relates.
	Other professional services consist of professional service arrangements that are billed separately on a time-and-materials basis as well as revenues from the
Transitional Services Agreement (“TSA”) with DISH Wireless L.L.C. ("DISH"). For professional services billed separately on a time-and-materials basis, revenues arerecognized based on the actual hours of services provided. Under the TSA, the Company will provide certain other services such as customer service, marketing andfulfillment services. DISH has the option to terminate services provided under the TSA throughout the term of the agreement, which is for five years effective August 1,2020. Consideration payable under this arrangement is based on cost plus margin, and revenues are recognized as the services are provided to DISH each month underthe ‘as-invoiced’ practical expedient.
	Retail mobile services (Ting Mobile) wireless usage contracts grant customers access to standard talk, text and data mobile services. Some Ting Mobile contracts
are billed based on the actual amount of monthly services utilized by each customer during their billing cycle. Voice minutes, text messages and megabytes of data areeach billed separately based on a tiered pricing program. Some contracts are billed a flat rate for unlimited talk and text plus a fixed amount of data. Allcustomers are billed on a postpaid basis. The Company recognizes revenue for Ting Mobile usage based on the actual amount of monthly services utilized by eachcustomer.
	Ting Mobile services are primarily contracted through the Ting website, for one month at a time and contain no commitment to renew the contract following each
customer’s monthly billing cycle. The Company’s billing cycle for all Ting Mobile and Ting Internet customers is computed based on the customer’s activation date. Inorder to recognize revenue as the Company satisfies its obligations, we compute the amount of revenues earned but not billed from the end of each billing cycle to theend of each reporting period. In addition, revenues associated with the sale of wireless devices and accessories and Internet hardware to subscribers are recognizedwhen title and risk of loss is transferred to the subscriber and shipment has occurred. Incentive marketing credits given to customers are recorded as a reduction ofrevenue.
	In those cases, where payment is not received at the time of sale, revenue is not recognized at contract inception unless the collection of the related accounts
receivable is reasonably assured. The Company records costs that reflect expected refunds, rebates and credit card charge-backs as a reduction of revenues at the timeof the sale based on historical experiences and current expectations.
		12

Table of Contents
(c) Domain Services
	Domain registration contracts, which can be purchased for terms of one to ten years, provide our resellers and retail registrant customers with the exclusive right
to a personalized internet address from which to build an online presence. The Company enters into domain registration contracts in connection with each new, renewedand transferred-in domain registration. At the inception of the contract, the Company charges and collects the registration fee for the entire registration period. Thoughfees are collected upfront, revenue from domain registrations are recognized rateably over the registration period as domain registration contracts contain a ‘right toaccess’ license of IP, which is a distinct performance obligation measured over time. The registration period begins once the Company has confirmed that the requesteddomain name has been appropriately recorded in the registry under contractual performance standards.
	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 distinctperformance obligations which transfer the promised service to the customer over the contracted term. Fees charged to customers for domain related value-addedservices 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 theperformance 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 retailregistrant customers. Our reseller customers maintain the primary obligor relationship with their retail customers, establish pricing and retain credit risk to thosecustomers. Accordingly, the Company does not recognize any revenue related to transactions between our reseller customers and their ultimate retail customers.
	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 recognizedonce 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-party Internet advertising publishers to direct
web traffic from the Company’s domain expiry stream domains and Internet portfolio domains to advertising websites. Compensation from Internet advertisingpublishers is calculated variably on a cost-per-action basis based on the number of advertising links that have been visited in a given month. Given that the variableconsideration is calculated and paid on a monthly basis, no estimation of variable consideration is required. 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,
				2021	2020		2021				2020
Fiber Internet Services:
Fiber Internet Services		$		6,672 $	4,657	17,868	13,379

Mobile Services:
Retail mobile services				2,309	7,019 $	6,872 $	44,734
Mobile platform services				3,564				376	6,370		376
Other professional services				2,619	1,457	6,536	1,457
	Total Mobile			8,492	8,852	19,778	46,567

Domain Services:
Wholesale
Domain Services				47,081	47,261				141,954	139,430
Value Added Services				4,862	4,380	15,424	13,429
	Total Wholesale			51,943	51,641				157,378	152,859

Retail				8,786	9,161	26,837	27,613
Total Domain Services				60,729	60,802				184,215	180,472

		$		75,893 $	74,311 $				221,861 $	240,418

	During the three and nine months ended September 30, 2021 and the three and nine months ended September 30, 2020 no customer accounted for more than 10%
of total revenue.
	At September 30, 2021, one customer represented 48% of accounts receivables.

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Table of Contents
	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		Nine Months Ended September
			30,		30,
							2021					2020	2021	2020

Fiber Internet Services:
Fiber Internet Services		$	3,653 $	1,682 $	9,314 $	5,063

Mobile Services:
Retail mobile services			1,701	3,440	4,242	21,957
Mobile platform services			120	-	271	-
Other professional services			1,813	1,267	5,219	1,267
	Total Mobile		3,634	4,707	9,732	23,224

Domain Services:
Wholesale
Domain Services			37,109	36,812				110,593	109,635
Value Added Services			688	689	1,867	2,178
	Total Wholesale		37,797	37,501				112,460	111,813

Retail			4,456	4,440	13,354	13,208
Total Domain Services			42,253	41,941				125,814	125,021

Network Expenses:
Network, other costs			3,445	2,612	10,295	7,513
Network, depreciation and amortization costs			4,643	3,315	12,688	9,902
Network, impairment			241	113	302	1,638
Total Network Expenses			8,329	6,040	23,285	19,053

		$	57,869 $	54,370 $				168,145 $	172,361
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 yet been satisfied are contract liabilities and recorded as deferred revenues.
	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 months ended September 30, 2021 were as follows (Dollar amounts in thousands of U.S. dollars):

	Deferred revenue:
											September 30, 2021

										Balance, beginning of period	$	152,245
										Deferred revenue		176,441
										Recognized revenue		(176,699)
										Balance, end of period	$	151,987

	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 servicesdelivered under long-term mobile platform services contracts, to the extent that the services delivered exceed the services which have been billed to the customer atthe reporting date. Contract assets are transferred to receivables when the rights to consideration become unconditional. All contract assets transfer to receivableswithin three months of when they are recognized.

	Contract assets:
											September 30, 2021

										Balance, beginning of period	$	-
										Consideration recognized as revenue		2,783
										Transferred to receivables		-
										Balance, end of period	$	2,783
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 year or less
(typically one month), the Company has elected to apply a practical expedient to not disclose revenues expected to be recognized in the future related performanceobligations that are unsatisfied (or partially unsatisfied).
	Although domain registration contracts are deferred over the lives of the individual contracts, which can range from one to ten years, approximately 80 percent of
our deferred revenue balance related to domain contracts is expected to be recognized within the next twelve months.


	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 months.
	Professional service revenue related to mobile platform services may be deferred over the period not exceeding the term of the contract.

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Table of Contents 11. Costs to obtain and fulfill a Contract 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 to ten years. The Company also defers certaintechnology design and data migration costs it incurs to fulfil its performance obligations contained in our MSE arrangements. For the nine months ended September 30,2021, the Company deferred $130.5 million and amortized $128.4 million of contract costs. There was no impairment loss recognized in relation to the costs capitalizedduring the nine months ended September 30, 2021. Amortization expense of deferred costs is included in cost of revenue.
	The breakdown of the movement in the prepaid domain name registry and ancillary services fees balance for the nine months ended September 30, 2021 is as
follows (Dollar amounts in thousands of U.S. dollars).

		September 30, 2021

Balance, beginning of period		$	111,066
Deferral of costs			130,520
Recognized costs			(128,390)
Balance, end of period		$	113,196
12. Leases
	We lease datacenters, corporate offices and fiber-optic cables under operating leases. The Company does not have any leases classified as finance leases.

	Our leases have remaining lease terms of 1 year to 20 years, some of which may include options to extend the leases for up to 5 years, and some of which may
include options to terminate the leases within 1 year.
	The components of lease expense were as follows (Dollar amounts in thousands of U.S. dollars):

				For the Three Months Ended September	For the Nine Months Ended
					30,			September 30,
							2021	2020			2021				2020
Operating Lease Cost (leases with a total term greater than 12 months)								$674	$569		$1,812	$1,644
Short-term Lease Cost (leases with a total term of 12 months or less)								21	76		103	449
Variable Lease Cost								179	164		421	437
Total Lease Cost								$874	$809		$2,336	$2,530

	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	For the Nine Months Ended
					30,			September 30,
Supplemental cashflow information:							2021	2020			2021				2020
Operating Lease - Operating Cash Flows (Fixed Payments)				$				2,929 $	571 $		4,040 $	1,560
Operating Lease - Operating Cash Flows (Liability Reduction)				$				590 $	475 $		1,538 $	1,273
New ROU Assets - Operating Leases				$				4,188 $	1,030 $		6,751 $	1,941
Supplemental balance sheet information related to leases:
									September 30, 2021 December 31, 2020
Weighted Average Discount Rate										3.18%			3.87%
Weighted Average Remaining Lease Term										8.29 yrs				8.24 yrs

	Maturity of lease liability as of September 30, 2021 (Dollar amounts in thousands of U.S. dollars):

					September 30, 2021
Remaining of 2021					$	725
2022						2,965
2023						3,001
2024						2,176
2025						1,470
Thereafter						5,012
Total future lease payments						15,349
Less imputed interest						1,658
Total					$	13,691

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Table of Contents
	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, 2021, we have not entered into lease agreements that have not yet commenced.

	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 considered a separate contract or ifthe re-measurement is related to change the lease term or assessment of a lessee option to purchase the underlying asset being exercised. 13. Segment Reporting:
	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 operating segments have been aggregated to determine our reportable segments.
	During the first quarter of 2021, the Company completed a reorganization of its reporting structure into three operating and reportable segments: Fiber Internet
Services, Mobile Services and Domain Services. Previously, we disclosed two operating and reportable segments: Network Access Services and Domain Services.
	The change to our reportable operating segments was the result of a shift in our business and management structures that was initiated in 2020 and completed
during the first quarter of 2021. The operations supporting what was previously known as our Network Access Services segment have become increasinglyoperationally distinct between our mobile services (which includes both retail mobile MNVO based services and wholesale MSE services) and our fiber Internet serviceswhich were also included in our Network Access Services segment. As a result, commencing in the first quarter of 2021, our Chief Executive Officer ("CEO"), who is alsoour chief operating decision maker, reviews the operating results of Mobile Services and Fiber Internet Services as two distinct segments in order to make key operatingdecisions as well as evaluate segment performance. Certain corporate costs are excluded from segment EBITDA results as they are centrally managed and not monitoredby or reported to our CEO by segment, including Finance, Human Resources, Legal, Corporate IT, depreciation and amortization expense or impairments, interestexpense, stock-based compensation and other income and expense items not monitored as part of our segment operations. Our comparative period financial results havealso been reclassified to reflect the reorganized segment structure.
	Our reportable operating segments and their principal activities consist of the following: 1. Fiber Internet Services - This segment derives revenue from the retail high speed Internet access to individuals and small businesses primarily through the
Ting website, and other revenues including billing solutions to small ISPs. Revenues are generated in the United States.
	2. Mobile Services – This segment derives revenue from MSE platform services and professional services to wholesale customers. This segment also derives
revenue from the retail sale of mobile phones, retail telephony services to individuals and small businesses primarily through the Ting website. Revenues are generatedin the United States.

	3. Domain Services – This segment includes wholesale and retail domain name registration services, value added services and portfolio services. The Company
primarily earns revenues from the registration fees charged to resellers in connection with new, renewed and transferred domain name registrations; the sale of retailInternet domain name registration and email services to individuals and small businesses. Domain Services revenues are attributed to the country in which the contractoriginates, primarily Canada and the United States.

	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 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.
	During the first quarter of 2021, the Company changed its key measures of segment performance to segment gross margin and adjusted EBITDA. Previously, we
disclosed one key measure of segment performance, gross profit.
	The change to our key measures of segment performance was also a result of shift in our business and management structures that were completed in the first
quarter of 2021, which created more distinction between the operations supporting each reportable operating segment. As a result, commencing in the first quarter of2021, our CEO, who is also our chief operating decision maker now regularly reviews segment gross margin and segment adjusted EBITDA to evaluate segmentperformance and make key operating decisions.

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Table of Contents
	Our key measures of segment performance and their definitions are:

	1. Segment gross margin - net revenues less Direct cost of revenues attributable to each segment.

	2. Segment adjusted EBITDA - segment gross margin as well as the recurring gain on sale of Ting Customer Assets, less certain operating expenses attributable
to each segment, such as sales and marketing, technical operations and development, general and administration expenses but excludes gains and losses fromunrealized foreign currency, stock-based compensation and transactions that are one-time in nature and not indicative of on-going performance, including acquisitionand transition costs. Certain corporate costs are excluded from segment adjusted EBITDA results as they are centrally managed and not monitored by or reported to ourCEO by segment, including Finance, Human Resources, Legal, Corporate IT, depreciation and amortization expense or impairments, interest expense, stock-basedcompensation and other income and expense items not monitored as part of our segment operations.

	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 directly a reflection of each segment’s performance or indicative of ongoing operational and profitability trends. Segment gross margin and segment adjusted EBITDA both exclude depreciation of property and equipment, amortization of intangibles assets, impairment of indefinitelife intangible assets that are included in the measurement of income before provision for income taxes pursuant to generally accepted accounting principles ("GAAP"). Accordingly, adjusted EBITDA should be considered in addition to, but not as a substitute for net income, cash flow provided by operating activities and othermeasures of financial performance prepared in accordance with GAAP. Total assets and total liabilities are centrally managed and are not reviewed at the segment levelby the CEO. The Company follows the same accounting policies for the segments as those described in “Note 2 – Significant Accounting Policies”, and “Note 10 –Revenue”.

	Information by reportable segments (with the exception of disaggregated revenue, which is discussed in “Note 10 – Revenue”), which is regularly reported to the
chief operating decision maker, and the reconciliations thereof to our income before taxes, are set out in the following tables (Dollar amounts in thousands of USdollars):

		Fiber Internet		Domain		Consolidated
			Services	Mobile Services	Services	Corporate	Totals
For the Three Months Ended September 30, 2021

Net Revenues		$	6,672 $					8,492 $	60,729 $			- $	75,893
Direct cost of revenues			3,653					3,634	42,253			-	49,540
Segment Gross Margin			3,019					4,858	18,476			-	26,353

Adjusted EBITDA		$	(4,358) $					7,648 $	12,024 $			(3,109) $	12,205

		Fiber Internet		Domain		Consolidated
			Services	Mobile Services	Services	Corporate	Totals
For the Three Months Ended September 30, 2020

Net Revenues		$	4,657 $					8,852 $	60,802 $			- $	74,311
Direct cost of revenues			1,682					4,707	41,941			-	48,330
Segment Gross Margin			2,975					4,145	18,861			-	25,981

Adjusted EBITDA		$	(1,052) $					5,182 $	12,024 $			(2,884) $	13,270

		Fiber Internet		Domain		Consolidated
			Services	Mobile Services	Services	Corporate	Totals
For the Nine Months Ended September 30, 2021

Net Revenues		$	17,868 $					19,778 $	184,215 $			- $	221,861
Direct cost of revenues			9,314					9,732	125,814			-	144,860
Segment Gross Margin			8,554					10,046	58,401			-	77,001

Adjusted EBITDA		$							(10,272) $	17,411 $	38,595 $			(9,651) $	36,083

		Fiber Internet		Domain		Consolidated
			Services	Mobile Services	Services	Corporate	Totals
For the Nine Months Ended September 30, 2020

Net Revenues		$	13,379 $					46,567 $	180,472 $			- $	240,418
Direct cost of revenues			5,063					23,224	125,021			-	153,308
Segment Gross Margin			8,316					23,343	55,451			-	87,110

Adjusted EBITDA		$	(3,185) $					14,035 $	35,922 $			(8,648) $	38,124

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Table of Contents 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)		2021		2020		2021		2020
(unaudited)		(unaudited)			(unaudited)			(unaudited)			(unaudited)

Adjusted EBITDA	$	12,205 $		13,270 $		36,083 $		38,124
Depreciation of property and equipment		4,758		3,110		12,728		9,255
Impairment and loss on disposition of property and equipment			470		113		536	1,638
Amortization of intangible assets		2,288		2,645		7,253		8,776
Impairment of definite life intangible assets			-		-		-	1,431
Write-down on disposal of Ting Mobile customer assets			-	3,513			-	3,513
Interest expense, net		1,169			760	3,108		2,756
Accretion of contingent consideration			96		86		287		258
Stock-based compensation		1,126		1,016		3,357		2,664
Unrealized loss (gain) on change in fair value of forward contracts			249		(175)		606		(263)
Unrealized loss (gain) on foreign exchange revaluation of foreign denominatedmonetary assets and liabilities
			72		81		178		479
Acquisition and other costs1			901		565	2,034		1,520

Income before provision for income taxes	$	1,076 $		1,556 $		5,996 $		6,097
1Acquisition and other costs represents transaction-related expenses, transitional expenses, such as redundant post-acquisition expenses, primarily related to ouracquisition of Ascio in March 2019, Cedar in January 2020, and the disposition of certain Ting Mobile assets in August 2020. Expenses include severance or transitionalcosts associated with department, operational or overall company restructuring efforts, including geographic alignments.
										(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, 2021 December 31, 2020

										Canada	$		2,117 $		2,521
										United States			153,080		114,968
										Europe			39			41
											$		155,236 $		117,530

										(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, 2021 December 31, 2020

										Canada	$		1,636 $		2,385
										United States			26,486		32,767
											$		28,122 $		35,152

										(d) The following is a summary of the Company’s deferred tax asset, net of valuation allowance, by geographic region (Dollar amounts in thousands of US
dollars):
											September 30, 2021 December 31, 2020

										Germany	$		153 $			226
											$		153 $			226

										(e) Valuation and qualifying accounts (Dollar amounts in thousands of US dollars):

											Balance at
											beginning of	Charged to costs			Write-offs	Balance at end of
										Allowance for doubtful accounts		period		and expenses			during period		period

										Nine Months Ended September 30, 2021	$	222 $			- $		12 $	210
										Twelve months ended December 31, 2020	$	131 $			91 $		- $	222

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Table of Contents 14. Stockholders' Equity:
	The following table summarizes stockholders' equity transactions for the three-month period and nine-month period ended (Dollar amounts in thousands of U.S.
dollars):
										Accumulated
						Additional						other		Total
		Common stock				paid in		Retained	comprehensive stockholders'
		Number			Amount		capital		earnings		income (loss)	equity

Balances, June 30, 2021		10,665,514 $		23,457 $		2,208 $		84,062 $				1,097 $	110,824

Exercise of stock options		46,753		2,063		(695)			-				-	1,368
Shares deducted from exercise of stock optionsfor payment of withholding taxes and exerciseconsideration
		(15,488)			-	(89)			-				-	(89)
Stock-based compensation			-		-	1,126			-				-	1,126
Net income			-		-		-	1,375					-	1,375
Other comprehensive income (loss)			-		-		-		-			(1,385)	(1,385)
Balances, September 30, 2021		10,696,779 $		25,520 $		2,550 $		85,437 $					(288) $	113,219

										Accumulated
						Additional						other		Total
		Common stock				paid in		Retained	comprehensive stockholders'
		Number			Amount		capital		earnings		income (loss)	equity

Balances, December 31, 2020		10,612,414 $		20,798 $		1,458 $		80,106 $				2,336 $	104,698

Exercise of stock options		120,778		4,722		(1,878)			-				-	2,844
Shares deducted from exercise of stockoptions for payment of withholding taxesand exercise consideration
		(36,413)			-	(387)			-				-	(387)
Stock-based compensation			-		-	3,357			-				-	3,357
Net income			-		-		-	5,331					-	5,331
Other comprehensive income (loss)			-		-		-		-			(2,624)	(2,624)
Balances, September 30, 2021		10,696,779 $		25,520 $		2,550 $		85,437 $					(288) $	113,219
2021 Stock Buyback Program
	On February 9, 2021, the Company announced that its Board approved a stock buyback program to repurchase up to $40 million of its common stock in the open
market. Purchases will be made exclusively through the facilities of the NASDAQ Capital Market. The stock buyback program commenced on February 10, 2021 and willterminate on or before February 9, 2022. For the three and nine months ended September 30, 2021, the Company did not repurchase shares under this program. 2020 Stock Buyback Program
	On February 12, 2020, the Company announced that its Board had approved a stock buyback program to repurchase up to $40 million of its common stock in the
open market. The $40 million buyback program commenced on February 13, 2020 and terminated on February 12, 2021. For the nine months ended September 30, 2021,the Company did not repurchase shares under this program. For the three months ended September 30, 2020, the Company did not repurchased shares under thisprogram. For the nine months ended September 30, 2020, the Company repurchased 101,816 shares under this program for total consideration of $5.0 million. 2019 Stock Buyback Program
	On February 13, 2019, the Company announced that its Board had approved a stock buyback program to repurchase up to $40 million of its common stock in the
open market. The $40 million buyback program commenced on February 14, 2019 and terminated on February 13, 2020. During the nine months ended September 30,2020, the Company did not repurchase shares under this program. 15. Share-based Payments: 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 theweighted average of the applicable assumption used to value stock options at their grant date. The Company calculates expected volatility based on historical volatilityof 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 onhistorical exercise experience. The Company evaluated historical exercise behavior when determining the expected term assumptions. The risk-free rate assumed invaluing 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 expecteddividend yield percentage by dividing the expected annual dividend by the market price of Tucows Inc. common shares at the date of grant.
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Table of Contents
	Details of stock option transactions for the three months ended September 30, 2021 and September 30, 2020 are as follows (Dollar amounts in thousands of U.S.
dollars, except per share amounts):
		Three Months Ended September 30,		Three Months Ended September 30,
			2021		2020
								Weighted		Weighted
								average		average
		Number of	exercise price						Number of	exercise price
							shares						per share						shares						per share

Outstanding, beginning of period			991,097 $	61.81	897,278 $	53.41
Granted			26,675	76.93	23,800	68.30
Exercised			(46,803)	46.47	(38,102)	38.58
Forfeited			(14,087)	68.95	(10,678)	60.54
Expired			(648)	56.40	(636)	58.77
Outstanding, end of period			956,234	62.88	871,662	54.38
Options exercisable, end of period			470,317 $	54.87	436,862 $	48.57

	Details of stock option transactions for the nine months ended September 30, 2021 and September 30, 2020 are as follows (Dollar amounts in thousands of U.S.
dollars, except per share amounts):
		Nine Months Ended September 30,		Nine Months Ended September 30,
			2021		2020
								Weighted		Weighted
								average		average
		Number of	exercise price						Number of	exercise price
							shares						per share						shares						per share

Outstanding, beginning of period			845,020 $	55.31	754,497 $	49.94
Granted			265,725	79.18	219,325	60.18
Exercised							(120,828)	45.36	(80,037)	26.87
Forfeited			(31,649)	64.54	(18,993)	60.41
Expired			(2,034)	60.17	(3,130)	59.64
Outstanding, end of period			956,234	62.88	871,662	54.38
Options exercisable, end of period			470,317 $	54.87	436,862 $	48.57

	As of September 30, 2021, the exercise prices, weighted average remaining contractual life of outstanding options and intrinsic values were as follows (Dollar
amounts in thousands of U.S. dollars, except per share amounts):
												Options outstanding		Options exercisable
												Weighted	Weighted	Weighted					Weighted
												average	average	average	average
												exercise	remaining	Aggregate		exercise					remaining	Aggregate
											Number	price per	contractual	intrinsic	Number	price per					contractual	intrinsic
Exercise price												outstanding	share		life (years)	value		exercisable	share						life (years)	value

$19.41 - $19.95														24,500 $	19.56			0.6 $	1,455	24,500 $	19.56	0.6 $	1,455
$21.10 - $21.10														20,892	21.10			1.3	1,209	20,892	21.10	1.3	1,209
$37.35 - $37.35														4,375	37.35			0.3	182	4,375	37.35	0.3	182
$46.90 - $48.00														13,000	47.36			4.3	411	7,000	47.29	3.3	222
$51.82 - $59.98																253,656	55.57			2.8	5,930	239,131	55.59	2.7	5,586
$60.01 - $68.41																360,661	62.02			4.8	6,107	164,219	63.07	4.5	2,607
$72.50 - $79.87																279,150	78.69			6.4	185	10,200	72.64	6.2	65
																956,234 $	62.88			4.6 $	15,479	470,317 $	54.87	3.2 $	11,326

	Total unrecognized compensation cost relating to unvested stock options at September 30, 2021, prior to the consideration of expected forfeitures, is
approximately $10.3 million and is expected to be recognized over a weighted average period of 2.8 years.
	The Company recorded stock-based compensation of $1.1 million for the three months ended September 30, 2021, and $1.0 million for the three months ended
September 30, 2020, respectively.
	The Company recorded stock-based compensation of $3.4 million for the nine months ended September 30, 2021, and $2.7 million nine months ended September
30, 2020, respectively.
	The Company has not capitalized any stock-based compensation expense as part of the cost of an asset.

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Table of Contents 16. Fair Value Measurement:
	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 broad levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets orliabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly orindirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s ownassumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest levelinput that is significant to the fair value measurement.
	Equity investments without readily determinable fair value include ownership rights that do not provide the Company with control or significant influence. Such
equity investments are recorded at cost, less any impairment, and adjusted for subsequent observable price changes as of the date that an observable transaction takesplace. Subsequent adjustments are recorded in other income (expense), net.
	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,
2021 (Dollar amounts in thousands of U.S. dollars):
			September 30, 2021
						Assets
				Fair Value Measurement Using		(Liabilities)
							Level 1		Level 2	Level 3	at Fair value

Derivative instrument liability, net		$		- $	(375) $			- $	(375)

Total liability, net		$		- $	(375) $			- $	(375)

	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, 2020 (Dollar amounts in thousands of U.S. dollars):
			December 31, 2020
						Assets
				Fair Value Measurement Using		(Liabilities)
							Level 1		Level 2	Level 3	at Fair value

Derivative instrument asset, net		$		- $	3,647 $			- $	3,647

Total assets, net		$		- $	3,647 $			- $	3,647
17. Other income:
	On August 1, 2020, the Company entered into an Asset Purchase Agreement (the “DISH Purchase Agreement”), by and between the Company and DISH
Wireless L.L.C.(“DISH”). Under the DISH Purchase Agreement and in accordance with the terms and conditions set forth therein, the Company sold to DISH its mobilecustomer accounts that are marketed and sold under the Ting brand (other than certain customer accounts associated with one network operator) (“TransferredAssets”) and derecognized intangible assets and capitalized contract costs associated with the Transferred Assets in the amount of $3.5 million. For a period of 10 yearsfollowing the execution of the DISH Purchase Agreement, DISH will pay a monthly fee to the Company generally equal to an amount of net revenue received by DISH inconnection with the transferred customer accounts minus certain fees and expenses, as further set forth in the DISH Purchase Agreement. The gain is presented net ofthe original cost base of the Transferred Assets. The Company earned $5.6 million and $15.8 million under the DISH Purchase Agreement during the three and ninemonths ended September 30, 2021, respectively. The Company earned $4.6 million under the DISH Purchase Agreement during the three and nine months endedSeptember 30, 2020.

(Dollar amounts in thousands of U.S. dollars)		Three Months Ended September 30, Nine Months Ended September 30,
							2021		2020	2021	2020
Write-down of Ting Mobile intangible assets				$	(2,581)			$	(2,581)
Write-down of Ting Mobile contract costs					(932)				(932)
Income earned on sale of Transferred Assets		$		5,564 $	4,603 $			15,767 $	4,603
Gain on sale of Ting Customer Assets		$		5,564 $	1,090 $			15,767 $	1,090
18. Contingencies:
	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, 2021 cannot be predicted with certainty, management does notbelieve that the resolution of these claims, individually or in the aggregate, will have a material adverse effect on the Company's financial position.

19. Subsequent events: a. On October 1, 2021, the Company acquired the domain registry related assets of UNR Corp., UNR Inc. and Uni Naming and Registry Ltd. (each a seller and
collectively "UNR") for consideration of $3.0 million less the estimated assumed working capital liabilities of $0.5 million. At the issue date of these financialstatements the fair value of the asset has not been determined.
b. On October 26, 2021, the Company entered into a Second Amended and Restated Senior Secured Credit Agreement (the “Second Amended 2019 Credit Agreement”)
with the Lenders and Toronto-Dominion Bank (collectively the “New Lenders”) to, among other things, increase the existing revolving credit facility from $180 millionto $240 million. The Amended Credit Agreement provides the Company with access to an aggregate of $240 million in committed funds. Under the Amended CreditAgreement, the Company has agreed to comply with the following financial covenants at all times, which are to be calculated on a rolling four quarter basis:(i) maximum Total Funded Debt to Adjusted EBITDA Ratio of 4.50:1.00 until March 31, 2023 and 4.00:1.00 thereafter; and (ii) minimum Interest Coverage Ratio of

3.00:1.00. The Amended Credit Agreement also provides for two additional interest rate tiers if the Company exceeds a 3.50x Total Funded Debt to Adjusted EBITDARatio.

	21

Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
	This Quarterly Report on Form 10-Q contains, in addition to historical information, forward-looking statements by us with regard to our expectations as to
financial results and other aspects of our business that involve risks and uncertainties and may constitute forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995. Words such as “may,” “should,” “anticipate,” “believe,” “plan,” “estimate,” “expect” and “intend,” and other similarexpressions are intended to identify forward-looking statements. The forward-looking statements contained in this report include statements regarding, among otherthings: the competition we expect to encounter as our business develops and competes in a broader range of Internet services; the Company's foreign currencyrequirements, specifically for the Canadian dollar; Mobile Services Platform, and fixed Internet access subscriber growth and retention rates; our belief regarding theunderlying platform for our domain services, our expectation regarding the trend of sales of domain names and advertising; our expectations regarding portfoliorevenue, our belief that, by increasing the number of services we offer, we will be able to generate higher revenues; our expectation regarding litigation; the potentialimpact of current and pending claims on our business; our valuations of certain deferred tax assets; our expectation to collect our outstanding receivables, net of ourallowance for doubtful accounts; our expectation regarding fluctuations in certain expense and cost categories; our expectations regarding our unrecognized tax; ourexpectations regarding cash from operations to fund our business; the impact of cancellations of or amendments to market development fund programs under which wereceive funds, our expectation regarding our ability to manage realized gains/losses from foreign currency contracts; the impact of the COVID-19 pandemic on ourbusiness, operations and financial performance; and general business conditions and economic uncertainty. These statements are based on management’s currentexpectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-lookingstatements. Many factors affect our ability to achieve our objectives and to successfully develop and commercialize our services including:

	•	Our ability to continue to generate sufficient working capital to meet our operating requirements;

	•	Our ability to service our debt commitments;

	•	Our ability to maintain a good working relationship with our vendors and customers;

	•	The ability of vendors to continue to supply our needs;

	•	Actions by our competitors;

	•	Our ability to attract and retain qualified personnel in our business;

	•	Our ability to effectively manage our business;

	•	The effects of any material impairment of our goodwill or other indefinite-lived intangible assets;

	•	Our ability to obtain and maintain approvals from regulatory authorities on regulatory issues;

	•	Our ability to invest in the build-out of fiber networks into selected towns and cities to provide Internet access services to residential and commercialcustomers while maintaining the development and sales of our established services;

	•	Adverse tax consequences such as those related to changes in tax laws or tax rates or their interpretations, including with respect to the impact of the TaxCuts and Jobs Act of 2017;

	•	The application of judgment in determining our global provision for income taxes, deferred tax assets or liabilities or other tax liabilities given the ultimate taxdetermination is uncertain;

	•	Our ability to effectively integrate acquisitions;

	•	Our ability to monitor, assess and respond to the rapidly changing impacts of the COVID-19 pandemic. Our current assessment of expected impacts has beenincluded below as part of the Opportunities, Challenges & Risks section.

	•	Our ability to collect anticipated payments from DISH in connection with the 10-year payment stream that is a function of the margin generated by thetransferred subscribers over a 10-year period pursuant to the terms of the DISH Purchase Agreement;

	•	Pending or new litigation; and

	•	Factors set forth under the caption “Item 1A Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the SECon March 3, 2021 (the “2020 Annual Report”).

	As previously disclosed the under the caption “Item 1A Risk Factors” in our 2020 Annual Report, data protection regulations may impose legal obligations on
us that we cannot meet or that conflict with our ICANN contractual requirements.
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Table of Contents
	This list of factors that may affect our future performance and financial and competitive position and the accuracy of forward-looking statements is illustrative,
but it is by no means exhaustive. Accordingly, all forward-looking statements should be evaluated with the understanding of their inherent uncertainty. All forward-looking statements included in this document are based on information available to us as of the date of this document, and we assume no obligation to update thesecautionary statements or any forward-looking statements, except as required by law. These statements are not guarantees of future performance.
	We qualify all the forward-looking statements contained in this Quarterly Report on Form 10-Q by the foregoing cautionary statements.

OVERVIEW
	Our mission is to provide simple useful services that help people unlock the power of the Internet.

	We accomplish this by reducing the complexity of our customers’ experience as they access the Internet (at home or on the go) and while using Internet
services such as domain name registration, email and other Internet services. During the first quarter of 2021, the Company completed a reorganization of its reportingstructure into three operating and reportable segments: Fiber Internet Services, Mobile Services and Domain Services. Previously, we disclosed two operating andreportable segments: Network Access Services and Domain Services. The change to our reportable operating segments was the result of a shift in our business andmanagement structures that was initiated in 2020 and completed during the first quarter of 2021. The operations supporting what was previously known as our NetworkAccess Services segment have become increasingly distinct between our mobile services (which includes both retail mobile MNVO based services and wholesale MSEservices) and our fiber Internet services which were also included in our Network Access Services segment. We are now both organized and managed, and also reportour financial results as three segments: Fiber Internet Services, Mobile Services and Domain Services. The three segments are differentiated primarily by their services,the markets they serve and the regulatory environments in which they operate.
	Our management regularly reviews our operating results on a consolidated basis, principally to make decisions about how we utilize our resources and to
measure our consolidated operating performance. To assist us in forecasting growth and to help us monitor the effectiveness of our operational strategies, ourmanagement regularly reviews revenues, operating results and performance for each of our service offerings in order to gain more depth and understanding of the keybusiness metrics driving our business. Commencing in the first quarter of 2021, our Chief Executive Officer (CEO), who is also our chief operating decisionmaker, reviewed the operating results of Mobile Services and Fiber Internet Services as two distinct segments in order to make key operating decisions as well asevaluate segment performance. Accordingly, effective January 1, 2021 we report Fiber Internet Services, Mobile Services and Domain Services revenue separately.Additionally, we have adjusted segment reporting to include adjusted EBITDA as a key measure of segment performance in addition to our existing key measure ofsegment performance, gross profit.
	For the three months ended September 30, 2021 and September 30, 2020, we reported revenue of $75.9 million and $74.3 million, respectively. For the nine months ended September 30, 2021 and September 30, 2020, we reported revenue of $221.9 million and $240.4 million, respectively. Fiber Internet Services

	Fiber Internet Services includes the provision of fixed high-speed Internet access services and other revenues, including billing solutions to small ISPs. The Company also derives revenue from the sale of fixed high-speed Internet access, Ting Internet, in select towns throughout the United States, with further
expansion underway to both new and existing Ting towns. Our primary sales channel of Ting Internet is through the Ting website. The primary focus of Ting Internet isto provide reliable Gigabit Internet services to consumer and business customers. Revenues from Ting Internet are all generated in the U.S. and are provided on amonthly basis. Ting Internet services have no fixed contract terms.
	Mobile Services

	Mobile Services includes the provision of Mobile Services Enabler ("MSE") platform and professional services, as well as the sale of retail mobile phone and
retail telephone services for a small subset of retail customers.
	On August 1, 2020, the Company and its wholly owned Subsidiary Ting, Inc. entered into an Asset Purchase Agreement (the "DISH Purchase
Agreement”) with DISH pursuant to which Ting sold substantially all of its legacy retail mobile customer relationships, and mobile handset and SIM inventory to DISHand granted DISH the right to use and an option to purchase the Ting brand. The transferred assets under the DISH Purchase Agreement did not include thetechnology platforms and related intellectual property and infrastructure necessary to enable or support the mobile customers. The Company retained the assets used toprovide MSE platform and other professional services to DISH, as discussed below. Revenues from our retail mobile services, MSE platform and professionalservices are all generated in the U.S. and are provided on a monthly basis. Our MSE customer agreements have set contract lengths with the underlying Mobile VirtualNetwork Operator ("MVNO"). As part of the DISH Purchase Agreement, as a form of consideration for the sale of the customer relationships, the Company receives apayout on the margin associated with the legacy customer base sold to DISH. This has been classified as Other Income and not considered revenue in the currentperiod.
	Domain Services

	Domain Services includes wholesale and retail domain name registration services, as well as value added services derived through our OpenSRS, eNom, Ascio,
EPAG and Hover brands. We earn revenues primarily from the registration fees charged to resellers in connection with new, renewed and transferred domain nameregistrations. In addition, we earn revenues from the sale of retail domain name registration and email services to individuals and small businesses. Domain Servicesrevenues are attributed to the country in which the contract originates, which is primarily in Canada and the U.S for OpenSRS and eNom brands. Ascio domain servicescontracts and EPAG agreements primarily originate in Europe.
	Our primary distribution channel is a global network of approximately 36,000 resellers that operate in over 150 countries and who typically provide their
customers, the end-users of Internet-based services, with solutions for establishing and maintaining an online presence. Our primary focus is serving the needs of thisnetwork of resellers by providing the broadest portfolio of generic top-level domain (“gTLD”) and the country code top-level domain options and related services, awhite-label platform that facilitates the provisioning and management of domain names, a powerful Application Program Interface, easy-to-use interfaces,comprehensive management and reporting tools, and proactive and attentive customer service. Our services are integral to the solutions that our resellers deliver to theircustomers. We provide “second tier” support to our resellers by email, chat and phone in the event resellers experience issues or problems with our services. Inaddition, our Network Operating Center proactively monitors all services and network infrastructure to address deficiencies before customer services are impacted.
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	We believe that the underlying platforms for our services are among the most mature, reliable and functional reseller-oriented provisioning and management
platforms in our industry, and we continue to refine, evolve and improve these services for both resellers and end-users. Our business model is characterized primarilyby non-refundable, up-front payments, which lead to recurring revenue and positive operating cash flow.
	Wholesale, primarily branded as OpenSRS, eNom, EPAG and Ascio, derives revenue from its domain service and from providing value-added services. The
OpenSRS, eNom, EPAG and Ascio domain services manage 25.4 million domain names under the Tucows, eNom, EPAG and Ascio ICANN registrar accreditations andfor other registrars under their own accreditations, which has increased by 0.4 million domain names since September 30, 2020. The increase is driven by increasedregistrations experienced by our brands during COVID-19, as more businesses established an online presence, offset by the continued erosion of registrations related tonon-core customers from our eNom brand.
	Value-Added Services include hosted email which provides email delivery and webmail access to millions of mailboxes, Internet security services, WHOIS
privacy, publishing tools and other value-added services. All of these services are made available to end-users through a network of 36,000 web hosts, ISPs, and otherresellers around the world. In addition, we also derive revenue by monetizing domain names which are near the end of their lifecycle through advertising or auction sale.
	Retail, primarily the Hover and eNom portfolio of websites, including eNom, and eNom Central, derive revenues from the sale of domain name registration, email
services to individuals and small businesses. Retail also includes our Personal Names Service – based on over 36,000 surname domains – that allows roughly two-thirdsof Americans to purchase a surname-based email address. The retail segment now includes the sale of the rights to its portfolio of surname domains used in connectionwith our Realnames email service, however the Company expects surname portfolio revenue to materially decline through Fiscal 2021 and thereafter. Retail also includesour Exact Hosting Service, that provides Linux hosting services for websites of individuals and small businesses. KEY BUSINESS METRICS AND NON-GAAP MEASURES
	We regularly review a number of business metrics, including the following key metrics and non-GAAP measures, to assist us in evaluating our business,
measure the performance of our business model, identify trends impacting our business, determine resource allocations, formulate financial projections and makestrategic business decisions. The following tables set forth the key business metrics which we believe are the primary indicators of our performance for the periodspresented: Adjusted EBITDA
	Tucows reports all financial information in accordance with United States generally accepted accounting principles (“GAAP”). Along with this information, to
assist financial statement users in an assessment of our historical performance, we typically disclose and discuss a non-GAAP financial measure, adjusted EBITDA, oninvestor conference calls and related events that exclude certain non-cash and other charges as we believe that the non-GAAP information enhances investors’ overallunderstanding of our financial performance. Please see discussion of adjusted EBITDA in the Results of Operations section below. Ting Internet
			September 30,
					2021		2020
			(in '000's)
Ting Internet accounts under management			23	14
Ting Internet serviceable addresses (1)			75	50

(1) Defined as premises to which Ting infrastructure, or Ting's network partner Westminster, have the capability to provide a customer connection in a service area.
Domain Services
		For the Three Months Ended September 30,(1)
					2021		2020
			(in 000's)
Total new, renewed and transferred-in domain name registrations provisioned			4,145	4,460
Domains under management

(1) For a discussion of these period-to-period changes in the domains provisioned and domains under management and how they impacted our financial results
	see the Net Revenues discussion below.
Domain Services
		For the Nine Months Ended September 30,(1)
					2021		2020
			(in 000's)
Total new, renewed and transferred-in domain name registrations provisioned			13,371	13,963
Domains under management

(1) For a discussion of these period-to-period changes in the domains provisioned and domains under management and how they impacted our financial results
	see the Net Revenues discussion below.
Domain Services
			September 30,
			2021					2020
			(in 000's)
Registered using Registrar Accreditation belonging to the Tucows Group			19,195			19,598
Registered using Registrar Accreditation belonging to Resellers			6,235			5,429
Total domain names under management			25,430			25,027

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Table of Contents OPPORTUNITIES, CHALLENGES AND RISKS
	Our revenue is primarily realized in U.S. dollars and a major portion of our operating expenses are paid in Canadian dollars. Fluctuations in the exchange rate
between the U.S. dollar and the Canadian dollar may have a material effect on our business, financial condition and results from operations. In particular, we may beadversely affected by a significant weakening of the U.S. dollar against the Canadian dollar on a quarterly and an annual basis. Our policy with respect to foreigncurrency exposure is to manage our financial exposure to certain foreign exchange fluctuations with the objective of neutralizing some or all of the impact of foreigncurrency exchange movements by entering into foreign exchange forward contracts to mitigate the exchange risk on a portion of our Canadian dollar exposure. We maynot always enter into such forward contracts and such contracts may not always be available and economical for us. Additionally, the forward rates established by thecontracts may be less advantageous than the market rate upon settlement.
	Fiber Internet Services As an ISP, we have invested and expect to continue to invest in new fiber to the home (“FTTH”) deployments in select markets in the United States. The
investments are a reflection of our ongoing efforts to build FTTH network via public-private partnerships in communities we identify as having strong, unmet demandfor FTTH services. Given the significant upfront build and operational investments for these FTTH deployments, there is risk that future technological and regulatorychanges as well as competitive responses from incumbent local providers, may result in us not fully recovering these investments.
	The communications industry continues to compete on the basis of network reach and performance, types of services and devices offered, and price. Mobile Services The prior year sale of substantially all of the Company’s mobile customer base and pivot from MVNO to MSE was a strategic shift for our Mobile Services
segment. At this time, DISH is our sole customer and represents 100% of our MSE platform and professional services revenues until such time that we are able to scaleour services to other customers interested in our enablement services. With all our MSE platform and professional services revenues concentrated with one customer,we are exposed to significant risk if we are unable to maintain this customer relationship or establish new relationships in the future. Additionally, our revenues as anMSE are directly tied to the subscriber volumes of DISH's MVNO or MNO networks, so our profitability is contingent on the ability of DISH to continue to addsubscribers onto our platform.
	Additionally, as described above, the Company is entitled to a long-term payment stream that is a function of the margin generated by the transferred
subscribers over the 10-year term of the DISH Purchase agreement. This consideration structure may not prove to be successful or profitable in the long-term to us if theexisting subscriber base churns at an above average rate. Additionally, given DISH controls the revenues and costs incurred associated with the acquired subscribers,there could arise a situation where profitability for the subscriber base is diminished either by lower price points or cost inflation.
	As part of the transactions contemplated by the DISH Purchase agreement in the prior year, the Company retained a small number of customer accounts
associated with one MNO agreement that was not reassigned to DISH at time of sale. We continue to be subject to the minimum revenue commitments previouslyagreed to with this excluded MNO agreement. The Company is able to continue adding customers under the excluded MNO network working with DISH in order to meetthe commitment. However, with no direct ability to change customer pricing or renegotiate contract costs or terms, the Company may be unable to meet the minimumcommitments with this MNO partner and could incur significant and recurring penalties until such a time that the contract is complete. These penalties would negativelyimpact our operational performance and financial results if enforced by the MNO.
	Domain Services The increased competition in the market for Internet services in recent years, which we expect will continue to intensify in the short and long term, poses a
material risk for us. As new registrars are introduced, existing competitors expand service offerings and competitors offer price discounts to gain market share, we facepricing pressure, which can adversely impact our revenues and profitability. To address these risks, we have focused on leveraging the scalability of our infrastructureand our ability to provide proactive and attentive customer service to aggressively compete to attract new customers and to maintain existing customers.
	Substantially all of our Domain Services revenue is derived from domain name registrations and related value-added services from wholesale and retail
customers using our provisioning and management platforms. The market for wholesale registrar services is both price sensitive and competitive and is evolving withthe introduction of new gTLDs, particularly for large volume customers, such as large web hosting companies and owners of large portfolios of domain names. We havea relatively limited ability to increase the pricing of domain name registrations without negatively impacting our ability to maintain or grow our customer base. Growth inour Domain Services revenue is dependent upon our ability to continue to attract and retain customers by maintaining consistent domain name registration and value-added service renewal rates and to grow our customer relationships through refining, evolving and improving our provisioning platforms and customer service for bothresellers and end-users. In addition, we also generate revenue through pay-per-click advertising and through the OpenSRS Domain Expiry Stream. The revenueassociated with names sales and advertising has recently experienced flat to declining trends due to the uncertainty around the implementation of ICANN’s New gTLDProgram, lower traffic and advertising yields in the marketplace, which we expect to continue.
	From time-to-time certain of our vendors provide us with market development funds to expand or maintain the market position for their services. Any decision
by these vendors to cancel or amend these programs for any reason may result in payments in future periods not being commensurate with what we have achievedduring past periods.

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Table of Contents Critical Accounting Policies

	The preparation of our consolidated financial statements in conformity with GAAP requires us to make estimates and judgements that affect the reported
amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. There have been no material changes to thecritical accounting policies and estimates as previously disclosed in Part II, Item 7 of our 2020 Annual Report. For further information on our critical accounting policiesand estimates, see Note 3 – Recent Accounting Pronouncements to the consolidated financial statements of the Company in Part I, Item 1 in this Quarterly Report onForm 10-Q.

Current COVID-19 Response
	Our Employees

	Tucows is a global business and has long encouraged a culture of remote work even prior to this global pandemic. Since the onset of this pandemic,
all employees who could conceivably work from home were and continue to be encouraged to do so. Tucows continues to actively and strongly encourage itsworkforce to heed travel, vaccination, and all other emergency advisories, including social distancing and where appropriate, self-isolation. Given our experience withremote work prior to COVID-19, we have not and do not expect to have productivity issues while the overwhelming majority of our office-based workforce is dispersed.For the small group of employees who are required to travel for work or who are unable work from home during this time, including our order fulfillment and Fiberinstallation teams, many of whom work in the field or fulfillment centers, they are required to be vaccinated, practice social distancing and to continue to follow hygienebest practices and safety protocols as outlined by the Centers for Disease Control and Prevention. In the prior year, the Ting Fiber Internet team establishedan installation solution for our employees and customers that minimizes risks associated with person-to-person contact and they continue to effectively deploy thisinstallation solution currently.
	Our Customers

	We recognize the important role we play within the Internet space and are committed to continue providing quality service during the COVID-19 outbreak.
Across our three segments, Domain Name Services and our Mobile Services segments do not rely on in-person interaction or the supply chain in the same way physicalproducts and services do. We continue to provide uninterrupted services for all Domains and Mobile related services. Our Fiber Internet business does not havebandwidth caps or other such limitations. Likewise, our networks are built with the capacity to accommodate future needs. To help our customers remain connected athome during this time, we upgraded all our lower-tier fiber customers to symmetrical gigabit access at no charge. Any additional traffic from our customers working fromhome has not had and is not expected to have any negative impact on connectivity. As discussed above, our modified safe-install solution was implemented in earlyMay 2020. Even with a Fiber Internet install solution that minimizes contact risks and vaccinated service personnel, customers may be unwilling to have servicepersonnel visit their homes or offices.
	Our Community

	Tucows believes the Internet is essential infrastructure and an immensely powerful tool, especially in times of crises where coordination is essential. From an
early point in the current global crisis, it was clear to us that we were going to need to do something new and different in how we responded to COVID-19 related domainregistrations. We developed a strategy of compliance activities that encompassed three major components: (i) identification, (ii) assessment for harm, and (iii)stakeholder engagement. In order to provide Internet access and assistance to residents of cities and towns that are part of the Ting Fiber network, we have set up free,fiber-fed, drive-up Wi-Fi hotspots. These hotspots enable those with no home Internet access, or insufficient access, to access critical services like online learning andtelehealth services, work remotely, check in on and access vital health, government and other services and generally access information. These hotspots will remain inoperation as long as they are needed and as long as it is safe and prudent to do so. We have not experienced any material resource constraints nor do we foreseerequiring any material expenditures to continue to implement our business continuity plans described above. Current and expected COVID-19 Impacts
	Financial & Operational Impacts

	Further to the below discussion within this Quarterly Report around the financial condition and results of operations for the current period financial results, the
current impact from COVID-19 has been limited so far in 2021. Over the past year, we've monitored the situation and its impacts on our businesses but have ultimatelyseen trends stabilize, with continued recovery in U.S. markets due to large-scale vaccination programs. Management continues to assess the impact regularly butexpects limited impact through the remainder of 2021, should the COVID-19 pandemic persist. On a segment basis, our current assessment is as follows:
	Fiber Internet Services:

	As discussed above, the Ting Internet team established a smart-install solution at the start of the pandemic. This smart-install solution is faster and more
efficient than our existing process, all while protecting the health and safety of our employees and customers alike. Although new customer installations initially slowedat the start of the pandemic, we are now seeing returned growth in both subscribers under management as well as serviceable addresses relative to the prior quarter.
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Table of Contents
	Mobile Services:

	The Company now only retains a small subset of customers to which it continues to provide retail mobile services. COVID-19 has impacted the demand for our
Mobile Services as customer usage patterns have changed, which has had a corresponding negative impact on our revenues over the past year. However, we do notexpect the impact to significantly worsen over the coming months or year, as we have seen usage normalize during the current period due to seasonally warmer weatherand continued vaccine roll-out across the U.S. Our new MSE platform and professional services businesses are completely online and do not rely on physicalstorefronts to attract or service customers’ needs. We are prepared to continue providing uninterrupted Mobile related enablement services to our MVNO customers.We have not and do not expect a negative COVID-19 impact on our new MSE platform and professional services revenue, nor do we expect any impact to substantiallyworsen over the coming months.
	Domain Services:

	Domain Services are foundational to the functioning of the Internet. Services like individual and wholesale domain names, email and hosting do not rely on in-
person interaction or the supply chain in the same way physical products and services do. We have not experienced any negative COVID-19 related impacts, eitherfinancially or operationally for Domains related services, across our OpenSRS, eNom, Ascio, EPAG & Hover brands. As more businesses faced the reality of prolongedphysical shutdown and moved to establish an online presence, we have seen growth in this segment over the course of the pandemic, where total domains undermanagement increased by 1.5 million since March 31, 2020. This growth rate in domains under management was driven by the pandemic, and may not be sustained in thefuture as domain registrations plateau and renewal rates slow. Our results of operations for the current period financial results are in line with management’sexpectation for the period given product, customer mix and current brand trajectories. We will continue to monitor the impact but do not foresee any negative financial oroperational impacts associated with this segment.
	Liquidity & Financial Resource Impacts

	For a complete assessment of our liquidity and covenant positions please reference the relevant discussions within this Quarterly Report. We have experienced
no significant change to our liquidity position or credit risk as a result of the financial and operational impacts related to COVID-19, as discussed above. Our cost oraccess to funding sources has not changed and is not reasonably likely to change in the near future as a result of the pandemic. Our sources and uses of cash have notbeen materially impacted and there is no known material uncertainty about our ongoing ability meet covenants or repayment terms of our credit agreements at this time.
	Internal Controls over Financial Reporting

	Tucows has long encouraged a culture of remote work even prior to COVID-19. Our financial reporting systems and our internal controls over financial
reporting and disclosure controls and procedures are already adapted for a remote work environment. There have been no changes during the current period that, as aresult of COVID-19, would affect our ability to maintain these systems and controls.
	COVID-19 Related Assistance & Support

	Currently, Tucows has not received any form of financial or resource related assistance from any government or local authority. There do exist programs in the
regions in which we operate that are designed to support corporations like Tucows during this time, primarily in the form employee wage subsidization. Tucows willcontinue to review the applicability of these programs but does not expect to seek any assistance.
	Accounting Policy Impacts

	After monitoring the COVID-19 pandemic over the past year and assessing the impacts on our business as discussed above, Tucows does not anticipate a
material impairment with respect to goodwill, intangible assets, long-lived assets, or right of use assets. We will continue to monitor the impacts closely as the situationcontinues to evolve and will approach the situation with cautious optimism about economic recovery resulting from widespread vaccination programs and will bemindful of any emerging risks as they arise. We do not foresee any changes in accounting judgements in relation to COVID-19 that will have a material impact on ourfinancial statements.
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Table of Contents RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021 AS COMPARED TO THE THREE AND NINE MONTHSENDED SEPTEMBER 30, 2020 NET REVENUES
	Fiber Internet Services

	Fiber Internet Services derive revenues from providing Ting Internet to individuals and small businesses in select cities. In addition, we provide billing,
provisioning and customer care software solutions to ISPs through our Platypus billing software. Ting Internet access contracts provide customers Internet access attheir home or business through the installation and use of our fiber optic network. Ting Internet contracts are generally prepaid and grant customers with unlimitedbandwidth based on a fixed price per month basis.
	Ting Internet services are primarily contracted through the Ting website, for one month at a time and contain no commitment to renew the contract following
each customer’s monthly billing cycle. The Company’s billing cycle for all Ting Internet access customers is computed based on the customer’s activation date. Sinceconsideration is collected before the service period, revenue is initially deferred and recognized as the Company performs its obligation to provide Internet access withineach reporting period. In addition, revenues associated with the sale of Internet hardware to subscribers are recognized when title and risk of loss is transferred to thesubscriber and shipment has occurred. Incentive marketing credits given to customers are recorded as a reduction of revenue.
	In those cases, where payment is not received at the time of sale, revenue is not recognized until contract inception unless the collection of the related
accounts receivable is reasonably assured. The Company records costs that reflect expected refunds, rebates and credit card charge-backs as a reduction of revenues atthe time of the sale based on historical experiences and current expectations.
	Mobile Services

	Retail Mobile Services
Ting Mobile wireless usage contracts grant customers access to standard talk, text and data mobile services. Ting Mobile contracts are billed based on thecustomer's selected rate plan, which can either be usage based or an unlimited plan. All rate plan options are charged to customers on a postpaid, monthly basis at theend of their billing cycle. As discussed previously, in the prior year the Company sold substantially all of its retail mobile customer relationships, and mobile handsetand SIM inventory to DISH and granted the right to use and option to purchase the Ting brand. The Company only retains a small subset of customers to which itcontinues to provide retail mobile services. All future revenues associated with Retail Mobile Services stream will only be for this subset of customers retained by Ting,Inc.
Ting Mobile services are primarily contracted through the Ting website, for one month at a time and contain no commitment to renew the contract following eachcustomer's monthly billing cycle. The Company's billing cycle for all Ting Mobile customers is computed based on the customer's activation date. In order to recognizerevenue as the Company satisfies its obligations, we compute the amount of revenues earned but not billed from the end of each billing cycle to the end of eachreporting period. In addition, revenues associated with the sale of wireless devices and accessories are recognized when title and risk of loss is transferred to thecustomer and shipment has occurred. Incentive marketing credits given to customers are recorded as a reduction of revenue.
	As a form of consideration for the sale of the customer relationships, the Company receives a payout on the margin associated with the legacy customer base
sold to DISH, over a period of 10 years. This has been classified as Other Income and not considered revenue in the current period.
	Mobile Platform Services
Tucows' MSE platform provides network access, provisioning and billing services for MVNOs as well as a fixed number of professional service hours. Our MVNOcustomers are billed monthly, on a postpaid basis. The monthly fees are variable, based on the volume of their subscribers utilizing the platform during a given month, towhich minimums may apply. Customers may also be billed fixed platform fees and granted fixed credits as part of the consideration for long-term contracts. Considerationreceived for MSE platform services is allocated to MSE services and professional services and recognized as each service obligation is fulfilled. Fixed fees for MobilePlatform Services are recognized into revenue evenly over the service period, while variable usage fees are recognized each month as they are consumed. Professionalservices revenue is recognized as the hours of professional services granted to the customer are used or expire. When consideration for Mobile Platform Services isreceived before the service is delivered, the revenue is initially deferred and recognized only as the Company performs its obligation to provide services. Likewise,if Mobile Platform Services are delivered before the Company has the unconditional right to invoice the customer, revenue is recognized as a Contract Asset.
	Other Professional Services
This revenue stream includes any other professional services, including transitional services, earned in connection with Tucows' new MSE business. These arebilled to our customers monthly at set and established rates for services provided in period. The Company recognizes revenue over this new revenue stream as theCompany satisfies its obligations to provide professional services.
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Table of Contents
	Domain Services

	Wholesale - Domain Services

	Domain registration contracts, which can be purchased for terms of one to ten years, provide our resellers and retail registrant customers with the exclusive
right to a personalized internet address from which to build an online presence. The Company enters into domain registration contracts in connection with each new,renewed and transferred-in domain registration. At the inception of the contract, the Company charges and collects the registration fee for the entire registration period.Though fees are collected upfront, revenue from domain registrations are recognized rateably over the registration period as domain registration contracts contain a‘right to access’ license of IP, which is a distinct performance obligation measured over time. The registration period begins once the Company has confirmed that therequested domain name has been appropriately recorded in the registry under contractual performance standards.
	Historically, our wholesale domain service has constituted the largest portion of our business and encompasses all of our services as an accredited registrar
related to the registration, renewal, transfer and management of domain names. In addition, this service fuels other revenue categories as it often is the initial service forwhich a reseller will engage us, enabling us to follow on with other services and allowing us to add to our portfolio by purchasing names registered through us upontheir expiration. Domain services will continue to be the largest portion of our business and will further fuel our ability to sell add-on services.
	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 retailregistrant customers. Our reseller customers maintain the primary obligor relationship with their retail customers, establish pricing and retain credit risk to thosecustomers. Accordingly, the Company does not recognize any revenue related to transactions between our reseller customers and their ultimate retail customers.
	Wholesale – Value-Added Services

	We derive revenue from domain related value-added services like digital certifications, WHOIS privacy and hosted email and by providing 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 areconsidered distinct performance obligations which transfer the promised service to the customer over the contracted term. Fees charged to customers for domain relatedvalue-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 thesatisfaction of the performance obligations.
	We also derive revenue from other value-added services, which primarily consists of proceeds from the OpenSRS, eNom and Ascio domain expiry streams. Retail

	We derive revenues mainly from Hover and eNom’s retail properties through the sale of retail domain name registration and email services to individuals and
small businesses. The Company also provides Linux hosting services for websites through its Exact Hosting brand. The retail segment now includes the sale of therights to its portfolio of surname domains used in connection with our Realnames email service, however the Company expects surname portfolio revenue to materiallydecline through Fiscal 2021 and thereafter.

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Table of Contents
	The following table presents our net revenues, by revenue source (Dollar amounts in thousands of U.S. dollars):

		For the Three Months Ended		For the Nine Months Ended September
(Dollar amounts in thousands of U.S. dollars)			September 30,		30,
			2021				2020		2021	2020

Fiber Internet Services:
Fiber Internet Services		$	6,672 $	4,657 $			17,868 $	13,379

Mobile Services:
Retail mobile services			2,309	7,019	6,872	44,734
Mobile platform services			3,564	376	6,370	376
Other professional services			2,619	1,457	6,536	1,457
	Total Mobile		8,492	8,852			19,778	46,567

Domain Services:
Wholesale
Domain Services			47,081	47,261			141,954	139,430
Value Added Services			4,862	4,380			15,424	13,429
	Total Wholesale		51,943	51,641			157,378	152,859

Retail			8,786	9,161			26,837	27,613
Total Domain Services			60,729	60,802			184,215	180,472

		$	75,893 $	74,311 $			221,861 $	240,418
Increase over prior period		$	1,582	$			(18,557)
Increase - percentage			2%		(8)%

	The following table presents our revenues, by revenue source, as a percentage of total revenues (Dollar amounts in thousands of U.S. dollars):

		For the Three Months Ended					For the Nine Months Ended
(Dollar amounts in thousands of U.S. dollars)			September 30,		September 30,
			2021				2020		2021	2020

Fiber Internet Services:
Fiber Internet Services			9%	6%	8%	6%

Network Access Services:
Mobile Services
Retail mobile services			3%	9%	3%	19%
Mobile platform services			5%	1%	3%	0%
Other professional services			3%	2%	3%	1%
	Total Mobile		11%	12%	9%	20%

Domain Services:
Wholesale
Domain Services			62%	64%	64%	57%
Value Added Services			6%	6%	7%	6%
	Total Wholesale		68%	70%	71%	63%

Retail			12%	12%	12%	11%
Total Domain Services			80%	82%	83%	74%

			100%	100%	100%	100%

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	Total net revenues for the three months ended September 30, 2021 increased by $1.6 million, or 2%, to $75.9 million from $74.3 million when compared to the
three months ended September 30, 2020. The three-month increase in revenue was driven by Fiber Internet Services, a result of the attraction of additional customers toTing Internet from the continued buildout of our Fiber network footprint across the United States. This accounted for an increase of $2.0 million to total revenues in thecurrent period. This increase was partially offset by reduced revenues attributable to both our Mobile Services and Domain Services segments of $0.4 million and $0.1million, respectively. For Mobile Services, this segment was impacted by both the sale of the majority of the customer base of Ting Mobile to DISH Wireless and theshutdown of Roam Mobility brands in late Fiscal 2020. When compared to the three months ended September 30, 2020, the Mobile Services segment in the currentperiod looks different as a result of our shift from MVNO to MSE. As part of the DISH Purchase Agreement, as a form of consideration for the sale of the customerrelationships, the Company receives a payout on the margin associated with the legacy customer base sold to DISH over the 10-year term of the agreement. This hasbeen classified as Other Income and not considered revenue in the current period. For Domain Services, this is reflective of the normalization of domain nameregistration growth observed as a result of the COVID-19 pandemic.
	Total net revenues for the nine months ended September 30, 2021 decreased by $18.5 million, or 8%, to $221.9 million from $240.4 million when compared to the
nine months ended September 30, 2020. The nine-month decrease in revenue was primarily driven by $26.8 million of reduced revenues attributable to our MobileServices segment that was impacted by both the sale of the majority of the customer base of Ting Mobile to DISH Wireless and the shutdown of Roam Mobility brandsin late Fiscal 2020. When compared to the nine months ended September 30, 2020, the Mobile Services segment in the current period looks different as a result of ourshift from MVNO to MSE. As part of the DISH Purchase Agreement, as a form of consideration for the sale of the customer relationships, the Company receives apayout on the margin associated with the legacy customer base sold to DISH over the 10-year term of the agreement. This has been classified as Other Income and notconsidered revenue in the current period. This decrease in overall revenues is partially offset by increases from both Fiber Internet Services and Domain Services of $4.5million and $3.7 million, respectively. For Fiber Internet Services, this is a result of the attraction of additional customers to Ting Internet from the continued buildout ofour Fiber network footprint across the United States. For Domain Services, this is reflective of the cumulative wholesale registration growth observed as a result of theCOVID-19 pandemic creating the need for an online presence.
	Deferred revenue from domain name registrations and other Mobile and Internet services at September 30, 2021 decreased by $0.2 million to $152.0 million from
$152.2 million at December 31, 2020. This decrease was primarily driven by Mobile Services, accounting for $0.9 million of the decrease due to the recognition ofpreviously deferred, bundled professional services revenues. These professional services revenues were recognized as the Company performed its obligation to providethese services to DISH during the first year of the DISH Purchase Agreement. This decrease from Mobile Services was partially offset by an increase of $0.4 million indeferred revenue from Fiber Internet Services, driven by an increased customer base relative to December 31, 2020; as well as a small increase from Domain servicesregistrations of $0.3 million.
	No customer accounted for more than 10% of total revenue during the three and nine months ended September 30, 2021 or the three and nine months ended
September 30, 2020. DISH accounted for 48% of total accounts receivable as at September 30, 2021 and 59% of total accounts receivable as at December31, 2020. Though a significant portion of the Company’s domain services revenues are prepaid by our customers, where the Company does collect receivables,significant management judgment is required at the time revenue is recorded to assess whether the collection of the resulting receivables is reasonably assured. On anongoing basis, we assess the ability of our customers to make required payments. Based on this assessment, we expect the carrying amount of our outstandingreceivables, net of allowance for doubtful accounts, to be fully collected.
	Fiber Internet Services

	Revenues from Ting Internet and billing solutions generated $6.7 million in revenue during the three months ended September 30, 2021, up $2.0 million or 43%
compared to the three months ended September 30, 2020. This growth is driven by subscriber growth across our Fiber network relative to the three months endedSeptember 30, 2020, as well as the continued expansion of our Ting Internet footprint to new Ting towns throughout the United States.
	Revenues from Ting Internet and billing solutions generated $17.9 million in revenue during the nine months ended September 30, 2021, up $4.5 million
or 34% compared to the nine months ended September 30, 2020. This growth is driven by subscriber growth across our Fiber network relative to the nine months endedSeptember 30, 2020, as well as the continued expansion of our Ting Internet footprint to new Ting towns throughout the United States.
	As of September 30, 2021, Ting Internet had access to 75,000 serviceable addresses and 23,000 active subscribers under its management compared to having
access to 50,000 serviceable addresses and 14,000 active subscribers under its management as of September 30, 2020. These figures include the increase in serviceableaddresses and subscribers attributable to the acquisition of Cedar Holdings Group, Incorporated ("Cedar") in January 2020.
	Mobile Services

	Retail Mobile Services

	Net revenues from Retail Mobile Services for the three months ended September 30, 2021 decreased by $4.7 million or 67% to $2.3 million as compared to the
three months ended September 30, 2020. This decrease is a result of the significant changes to our Mobile Services segment that occurred during Fiscal 2020 as wetransitioned from MVNO to MSE. These changes include both the shutdown of the Roam Mobility brands in the second quarter of 2020 followed by the sale ofsubstantially all of the Ting Mobile customer base on August 1, 2020 to DISH. Ting Mobile accounts for substantially all of this decrease (of which $0.8 million isreduced device revenues and $3.7 million relates to service revenues), followed by Roam Mobility at less than $0.3 million of the total decrease.
	Net revenues from Retail Mobile Services for the nine months ended September 30, 2021 decreased by $37.9 million or 85% to $6.9 million as compared to the
nine months ended September 30, 2020. This decrease is a result of the significant changes to our Mobile Services segment that occurred during Fiscal 2020 as wetransitioned from MVNO to MSE. These changes include both the shutdown of the Roam Mobility brands in the second quarter of 2020 followed by the sale ofsubstantially all of the Ting Mobile customer base on August 1, 2020 to DISH. Ting Mobile accounts for substantially all of this decrease (of which $4.4 million isreduced device revenues and $32.1 million relates to service revenues), followed by Roam Mobility at $1.3 million of the total decrease.
	The revenues earned from Retail Mobile Services for three and nine months ended September 30, 2021 is only reflective of the mobile telephony services and
device revenues associated with the small group of customers retained by the Company from the sale of the historically larger Ting Mobile customer base to DISH. Asmentioned above, the payout the Company receives from the aforementioned sale has been classified as Other Income and not considered revenue in the current period.
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	Mobile Platform Services

	Net revenues from Mobile Platform Services for the three months ended September 30, 2021 increased by $3.2 million to $3.6 million as compared to the three
months ended September 30, 2020. Similarly, net revenues from Mobile Platform Services for the nine months ended September 30, 2021 increased by $6.0 million to $6.4million as compared to the nine months ended September 30, 2020. These increases are both a result of the new MSE business created as a result of the DISH PurchaseAgreement in the prior year. Only two months of comparable revenues existed for the three and nine months ended September 30, 2020. During the current period, thenet revenues recognized include both platform fee billings as well as revenues recognized from the previous deferral of bundled professional fees offered in connectionwith Mobile Platform Services. The Company has satisfied its obligations to provide any bundled professional services revenues recognized in the currentperiod. Tucows' MSE platform provides network access, provisioning and billing services for MVNOs, of which DISH is currently our sole customer.
	Other Professional Services

	Net revenues from Other Professional Services for the three months ended September 30, 2021 increased by $1.1 million or 80% to $2.6 million as compared to
the three months ended September 30, 2020. Similarly, net revenues from Other Professional Services for the nine months ended September 30, 2021 increased by $5.0million or 349% to $6.5 million as compared to the nine months ended September 30, 2020. These increases are both a result of the new MSE business created as a resultof the DISH Purchase Agreement in the prior year. Only two months of comparable revenues existed for the three and nine months ended September 30, 2020. Tucows'professional services include both standalone technology services development work and other transitional services including sales, marketing, customer support,order fulfillment, and data analytics for MVNOs, of which DISH is currently our sole customer.
	Domain Services

	Wholesale - Domain Services

	During the three months ended September 30, 2021, Wholesale domain services revenue decreased by $0.2 million to $47.1 million, when compared to the three
months ended September 30, 2020. Decreases from Wholesale domain registration of $0.3 million were driven from eNom, which continues to see a decline inregistrations by non-core customers, offset by a slight increase in revenues from OpenSRS, EPAG, and Ascio brands of $0.1 million driven by COVID-19 registrationgrowth relative to the three months ended September 30, 2020.
	During the nine months ended September 30, 2021, Wholesale domain services revenue increased by $2.6 million or 2% to $142.0 million, when compared to the
nine months ended September 30, 2020. Increases from Wholesale domain registration of $4.6 million from OpenSRS, EPAG, and Ascio brands driven by cumulativeCOVID-19 registration growth were offset by decreases of $2.0 million from the eNom brands, which continues to see a decline in registrations by non-core customersrelative to the nine months ended September 30, 2020.
	Total domains that were managed under the OpenSRS, eNom, EPAG, and Ascio domain services increased by 0.4 million domain names to 25.4 million as of
September 30, 2021, when compared to 25.0 million at September 30, 2020. The increase is a driven by the growth in registrations over this period as a result ofthe COVID-19 pandemic, as discussed above.
	Wholesale - Value Added Services

	During the three months ended September 30, 2021, value-added services revenue increased by $0.5 million to $4.9 million compared to the three months ended
September 30, 2020. The increase was primarily driven by increased expiry revenue of $0.6 million and to a lesser extent from email revenues of $0.1 million, fromOpenSRS, eNom, Ascio brands and their respective domain expiry streams. These increases were partially offset by other small decreases in Digital Certificates, andOther revenues of $0.2 million.
	During the nine months ended September 30, 2021, value-added services revenue increased by $2.0 million to $15.4 million compared to the nine months ended
September 30, 2020. The increase was primarily driven by increased expiry revenue of $2.2 million and to a lesser extent from email revenues of $0.4 million, from bothOpenSRS, eNom, Ascio brands and their respective domain expiry streams. These increases were partially offset by other small decreases in Digital Certificates, andOther revenues of $0.6 million.
	Retail

	During the three months ended September 30, 2021, retail domain services revenue decreased by $0.4 million or 4% to $8.8 million compared to the three months
ended September 30, 2020. This was driven by decreased revenues related to retail domain name registrations of $0.3 million and decreased Realnames and surnameportfolio sales of $0.2 million. These decreases were partially offset by a small increase in Exact Hosting revenues of less than $0.1 million. The Company expects allRealnames surname portfolio related sales to materially decline in Fiscal 2021 and thereafter.
	During the nine months ended September 30, 2021, retail domain services revenue decreased by $0.8 million or 3% to $26.8 million compared to the nine months
ended September 30, 2020. This was driven by decreased revenues related to Realnames email service and related surname portfolio sales of $0.6 million, as well as asmall decrease in retail domain registrations of less than $0.2 million. The Company expects all Realnames surname portfolio related sales to materially decline inFiscal 2021 and thereafter.

COST OF REVENUES
	Fiber Internet Services

	Cost of revenues primarily includes the costs for provisioning high speed Internet access, which is comprised of network access fees paid to third-parties to
use their network, leased circuit costs to directly support enterprise customers, the personnel and related expenses (net of capitalization) related to the physicalplanning, design, construction and build out of the physical Fiber network and as well as personnel and related expenses (net of capitalization) related to the installation,repair, maintenance and overall field service delivery of the Fiber business. Hardware costs include the cost of equipment sold to end customers, including routers,ONTs, and IPTV products, and any inventory adjustments on this inventory. Other costs include field vehicle expenses, small sundry equipment and supplies consumedin building the Fiber network and fees paid to third-party service providers primarily for printing services in connection with billing services to ISPs.

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	Mobile Services

	Retail Mobile Services

	Cost of revenues for Retail Mobile Services includes the costs of provisioning mobile services, which is primarily our customers' voice, messaging, data usage
provided by our Network Operator, and the costs of providing mobile phone hardware, which is the cost of mobile phone devices and SIM cards sold to our customers,order fulfillment related expenses, and inventory write-downs.
	Mobile Platform Services

	Cost of revenues, if any, to provide the MSE Platform services including network access, provisioning and billing services for MVNOs. This includes the
amortization of any capitalized contract fulfillment costs over the period consistent with the pattern of transferring network access, provisioning and billing services towhich the cost relates.
	Other Professional Services

	Cost of revenues to provide professional services, including transitional services, to our MVNO customers to help support their businesses. This includes any
personnel and contractor fees for any client service resources retained by the Company. Only a subset of the Company's employee base provides professional servicesto our MVNO customers. This cost reflects that group of resources.
	Domain Services

	Wholesale - Domain Services

	Cost of revenues for domain registrations represents the amortization of registry and accreditation fees on a basis consistent with the recognition of revenues
from our customers, namely rateably over the term of provision of the service. Registry fees, the primary component of cost of revenues, are paid in full when the domainis registered, and are initially recorded as prepaid domain registry fees. This accounting treatment reasonably approximates a recognition pattern that corresponds withthe provision of the services during the period. Market development funds that do not represent a payment for distinct goods or services provided by the Company,and thus do not meet the criteria for revenue recognition under ASU 2014-09, are reflected as cost of goods sold and are recognized as earned.
	Wholesale - Value-Added Services

	Costs of revenues for value-added services include licensing and royalty costs related to the provisioning of certain components of related to hosted email and
fees paid to third-party hosting services. Fees payable for trust certificates are amortized on a basis consistent with the provision of service, generally one year, whileemail hosting fees and monthly printing fees are included in cost of revenues in the month they are incurred.
	Retail

	Costs of revenues for our provision and management of Internet services through our retail sites, Hover.com and the eNom branded sites, include the
amortization of registry fees on a basis consistent with the recognition of revenues from our customers, namely rateably over the term of provision of the service.Registry fees, the primary component of cost of revenues, are paid in full when the domain is registered, and are recorded as prepaid domain registry fees and areexpensed rateably over the renewal term. Costs of revenues for our surname portfolio represent the amortization of registry fees for domains added to our portfolio overthe renewal period, which is generally one year, the value attributed under intangible assets to any domain name sold and any impairment charges that may arise fromour assessment of our domain name intangible assets.
	Network expenses

	Network expenses include personnel and related expenses related to the network operations, IT infrastructure and supply chain teams that support our various
business segments. It also includes network depreciation and amortization, communication and productivity tool costs, and equipment maintenance costs.Communication and productivity tool costs includes collaboration, customer support, bandwidth, co-location and provisioning costs we incur to support the supply ofall our services.

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Table of Contents
	The following table presents our cost of revenues, by revenue source:

			Three Months Ended September 30,	Nine Months Ended September 30,
			2021			2020		2021				2020

Fiber Internet Services:
Fiber Internet Services		$		3,653 $	1,682 $	9,314 $	5,063

Mobile Services:
Retail mobile services				1,701	3,440	4,242	21,957
Mobile platform services				120	-			271		-
Other professional services				1,813	1,267	5,219	1,267
Total Mobile				3,634	4,707	9,732	23,224

Domain Services:
Wholesale
Domain Services				37,109	36,812				110,593	109,635
Value Added Services				688						689	1,867	2,178
	Total Wholesale			37,797	37,501				112,460	111,813

Retail				4,456	4,440	13,354	13,208
Total Domain Services				42,253	41,941				125,814	125,021

Network Expenses:
Network, other costs				3,445	2,612	10,295	7,513
Network, depreciation and amortization costs				4,643	3,315	12,688	9,902
Network, impairment				241						113	302	1,638
Total Network Expenses				8,329	6,040	23,285	19,053

		$		57,869 $	54,370 $				168,145 $	172,361

	The following table presents our cost of revenues, as a percentage of total cost of revenues for the periods presented:

		For the Three Months Ended	For the Nine Months Ended
											September 30,			September 30,
			2021			2020		2021				2020

Fiber Internet Services:
Fiber Internet Services				6%						3%	6%		3%


Mobile Services:
Retail mobile services				3%						6%	3%		13%
Mobile platform services				0%						0%	0%		0%
Other professional services				3%						2%	3%		1%
	Total Mobile			6%						8%	6%		14%

Domain Services:
Wholesale
Domain Services				65%						69%	65%		64%
Value Added Services				1%						1%	1%		1%
	Total Wholesale			66%						70%	66%		65%

Retail				8%						8%	8%		7%
Total Domain Services				74%						78%	74%		72%

Network Expenses:
Network, other costs				6%						5%	6%		4%
Network, depreciation and amortization costs				8%						6%	8%		6%
Network, impairment				0%						0%	0%		1%
				14%						11%	14%		11%

				100%	100%	100%		100%

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Table of Contents
	Total cost of revenues for the three months ended September 30, 2021, increased by $3.5 million, or 6%, to $57.9 million from $54.4 million in the three months
ended September 30, 2020. The three-month increase in cost of revenues was primarily driven by $2.3 million of additional costs from Network Expenses, which increasedas a result of the expansion of the Company’s increased network infrastructure costs associated with the continuing expansion of the Ting Fiber footprint and anincrease in communication and productivity tool costs across our service lines. In addition to this increase in Network Expenses, total cost of revenues increased by anadditional $2.0 million attributable to our Fiber Internet Services segment. As discussed above in the Net Revenues section, our Fiber Internet Services segment hascontinued to add both serviceable addresses and active subscriptions relative to the three months ended September 30, 2020. These increases were furthered by asmall increase of $0.3 million of additional costs attributable to our Domain Services segment. This increase is a result of recognition of registration costs frompreviously deferred billed costs related to the strong performance and additions to domains under management as a result of the COVID-19 pandemic. These increaseswere partially offset by a decrease in cost of revenues of $1.1 million from our Mobile Services Segment. As discussed previously, our Mobile Services segmentwas impacted by both the sale of the majority of the customer base of Ting Mobile to DISH Wireless and the shutdown of Roam Mobility brands in late Fiscal 2020.When compared to the three months ended September 30, 2020, the Mobile Services segment in the current period looks different as a result of our shift from MVNO toMSE. Both these factors contribute to the three months ended September 30, 2021 having significantly lower costs.
	Total cost of revenues for the nine months ended September 30, 2021, decreased by $4.3 million, or 2%, to $168.1 million from $172.4 million in the nine months
ended September 30, 2020. The nine-month decrease in cost of revenues was primarily driven by $13.5 million of reduced costs attributable to our Mobile Servicessegment. As discussed above in the Net Revenue section, our Mobile Services segment was impacted by both the sale of the majority of the customer base of TingMobile to DISH Wireless and the shutdown of Roam Mobility brands in late Fiscal 2020. When compared to the nine months ended September 30, 2020, the MobileServices segment in the current period looks different as a result of our shift from MVNO to MSE. Both these factors contribute to the nine months ended September 30,2021 having significantly lower costs. This decrease in overall cost of revenues is partially offset by increases from Fiber Internet Services costs, Network Expensescosts as well as increases in Domain Services costs of $4.3 million, $4.2 million, and $0.8 million respectively. This increase from Fiber Internet Services is related to thecontinued expansion of both serviceable addresses and active subscriptions, which is aligned with the discussion above in the Net Revenue section for the segment.The increase from Network Expenses is a result of the expansion of the Company’s increased network infrastructure associated with the continuing expansion of theTing Fiber footprint and an increase in communication and productivity tool costs across our service lines. Domain Services costs of revenues increased as a resultof recognition of registration costs from previously deferred billed costs related to the strong performance and additions to domains under management as a result ofthe COVID-19 pandemic.
	Deferred costs of fulfillment as of September 30, 2021 increased by $2.1 million, or 2%, to $113.2 million from $111.1 million at December 31, 2020. This increase
was primarily driven by Mobile Services, accounting for $2.3 million of the increase which is due to the increase in current period costs incurred in connectionwith the fulfillment of our MSE agreement and other professional services with DISH. This increase was partially offset by a decrease in deferred costs of fulfillmentrelated to domain name registration and service renewals of $0.2 million, decreasing as registration costs are recognized from previously deferred billed costs fromregistrations from the COVID-19 pandemic. Relative to COVID-19 pandemic levels, we have since seen slowing growth in additions and renewals to domains undermanagement so far in Fiscal 2022, which has appropriately translated to less deferred costs of fulfillment for our Domain Services segment.
	Fiber Internet Services

	During the three months ended September 30, 2021, costs related to provisioning high speed Internet access and billing solutions increased $2.0 million
or 118%, to $3.7 million as compared to $1.7 million during three months ended September 30, 2020. The increase in costs were primarily driven by increased direct costs,bandwidth and colocation costs related to the continued expansion of the Ting Fiber network. Although directionally aligned with the experienced growth in revenueover the same period, the outpaced increase in cost of revenues for Fiber Internet services is a result of the necessary upfront investment and expenditure needed tobuild out the network in advance of anticipated revenue growth in any particular location.
	During the nine months ended September 30, 2021, costs related to provisioning high speed Internet access and billing solutions increased $4.2 million
or 82%, to $9.3 million as compared to $5.1 million during nine months ended September 30, 2020. The increase in costs were primarily driven by increased direct costsand, bandwidth and colocation costs related to the continued expansion of the Ting Fiber network. Although directionally aligned with the experienced growth inrevenue over the same period, the outpaced increase in cost of revenues for Fiber Internet services is a result of the necessary upfront investment and expenditureneeded to build out the network in advance of anticipated revenue growth in any particular location.
	Mobile Services

	Retail Mobile Services

	Cost of revenues from Retail Mobile Services for the three months ended September 30, 2021 decreased by $1.7 million or 51%, to $1.7 million from $3.4 million
in the three months ended September 30, 2020. Consistent with the above discussion around net revenues, this decrease is a result of the significant changes to ourMobile Services segment that occurred during Fiscal 2020 as we transitioned from MVNO to MSE. Ting Mobile accounts for $1.7 million of this decrease (of which$0.8 million is reduced device costs and $0.9 million relates to reduced service costs), followed by Roam Mobility at less than $0.1 million of the total decrease. The costof revenues incurred from Retail Mobile Services for three months ended September 30, 2021 is only reflective of the mobile telephony services and device costsassociated with the small group of customers retained by the Company from the sale of the historically larger Ting Mobile customer base to DISH.
	Cost of revenues from Retail Mobile Services for the nine months ended September 30, 2021 decreased by $17.7 million or 81%, to $4.2 million from $22.0 million
in the nine months ended September 30, 2020. Consistent with the above discussion around net revenues, this decrease is a result of the significant changes to ourMobile Services segment that occurred during Fiscal 2020 as we transitioned from MVNO to MSE. Ting Mobile accounts for $16.9 million of this decrease (of which$5.0 million is reduced device costs and $11.9 million relates to reduced service costs), followed by Roam Mobility at less than $0.8 million of the total decrease. The costof revenues incurred from Retail Mobile Services for nine months ended September 30, 2021 is only reflective of the mobile telephony services and device costsassociated with the small group of customers retained by the Company from the sale of the historically larger Ting Mobile customer base to DISH. The decline alsoincluded reduced minimum commitment charges which decreased by $0.3 million as compared to the nine months ended September 30, 2020.
	Mobile Platform Services Cost of revenues from Mobile Platform Services for the three months ended September 30, 2021 increased to $0.1 million as compared to nil for the three months
ended September 30, 2020. Cost of revenues from Mobile Platform Services for the nine months ended September 30, 2021 increased to $0.3 million as compared to nil forthe nine months ended September 30, 2020. These increases are both a result of the new MSE business created as a result of the DISH Purchase Agreement in the prioryear. Only two months of comparable cost of revenues existed for the three and nine months ended September 30, 2020. Tucows' MSE platform provides network access,provisioning and billing services for MVNOs, of which DISH is currently our sole customer. Costs incurred represent the amortization of previously capitalized costsincurred to fulfill the DISH MSE agreement over the term of the agreement.
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Table of Contents
	Other Professional Services Cost of revenues from Other Professional Services for the three months ended September 30, 2021 increased to $1.8 million as compared to the three months
ended September 30, 2020. Cost of revenues from Other Professional Services for the nine months ended September 30, 2021 increased to $5.2 million as compared to thenine months ended September 30, 2020. These increases are both a result of the new MSE business created as a result of the DISH Purchase Agreement in the prior year.Only two months of comparable cost of revenues existed for the three and nine months ended September 30, 2020. Tucows' professional services include standalonetechnology services development and other transitional services including sales, marketing, customer support, order fulfillment, and data analytics for MVNOs, of whichDISH is currently our sole customer. Costs incurred represent the personnel and related expenses of employees providing professional services to DISH.
	Domain Services

	Wholesale - Domain Services

	Costs for Wholesale domain services for the three months ended September 30, 2021 increased by $0.3 million to $37.1 million, when compared to the three
months ended September 30, 2020. Consistent with the above discussion around net revenues, this increase in costs is aligned to the strong performance and additionsto domains under management as a result of the COVID-19 pandemic; as registration costs are recognized from previously deferred billed costs.
	Costs for Wholesale domain services for the nine months ended September 30, 2021 increased by $1.0 million to $110.6 million, when compared to the nine
months ended September 30, 2020. Consistent with the above discussion around net revenues, this increase in costs is aligned to the strong performance and additionsto domains under management as a result of the COVID-19 pandemic; as registration costs are recognized from previously deferred billed costs. The Companyexperienced increases in wholesale domain registration costs of $2.0 million from OpenSRS, EPAG and Ascio brands, offset by decreases of $1.0 million from theeNom brand which has seen a decline in registrations over the period.
	Wholesale - Value-Added Services

	Costs for wholesale value-added services for the three months ended September 30, 2021 remained flat at $0.7 million, when compared to the three months
ended September 30, 2020. This was driven by decreases in Digital Certificates and Other revenues of $0.1 million during the three months ended September 30, 2020,offset by a small increase in Expiry stream costs.
	Costs for wholesale value-added services for the nine months ended September 30, 2021 decreased by $0.3 million to $1.9 million, when compared to the nine
months ended September 30, 2020. This was driven by decreases in Digital Certificates, Email and Other services of $0.3 million during the nine months ended September30, 2020.
	Retail

	Costs for retail domain services for the three months ended September 30, 2021 increased by less than $0.1 million to $4.5 million, when compared to the three
months ended September 30, 2020. This was driven by increased costs related to Exact Hosting.
	Costs for retail domain services for the nine months ended September 30, 2021 increased by $0.2 million to $13.4 million, when compared to the nine months
ended September 30, 2020. This was driven by increased costs related to Exact Hosting.
	Network Expenses

	Network costs for the three months ended September 30, 2021 increased by $2.3 million to $8.3 million when compared to the three months ended September 30,
2020. The three-month increase was driven by increased depreciation of $1.6 million as a result of the Company's increased network infrastructure associated with thecontinuing expansion of the Ting Fiber footprint, followed by increased network costs of $0.8 million from Fiber Internet Services and Mobile Services segments, as wellas a small increase in impairment of property plant and equipment of $0.1 million. These increases were partially offset by a decrease from amortization charges of $0.3million driven by the full amortization of the Ascio Technology intangible asset acquired in 2019.
	Network costs for the nine months ended September 30, 2021 increased by $4.2 million to $23.3 million when compared to the nine months ended September 30,
2020. The nine-month increase was driven by increased depreciation of $3.5 million as a result of the Company's increased network infrastructure associated with thecontinuing expansion of the Ting Fiber footprint, followed by increased network costs of $2.8 million from Fiber Internet Services and Mobile Services segments.These increases were partially offset by a decrease from impairment charges of $1.3 million, where the nine months ended September 30, 2020 included asignificant charge for Ting TV, a product under development for Ting Fiber that was discontinued. This was followed by a decrease in amortization charges of$0.6 million driven by the full amortization of the Ascio Technology intangible asset acquired in 2019.
		36

Table of Contents SALES AND MARKETING
	Sales and marketing expenses consist primarily of personnel costs. These costs include commissions and related expenses of our sales, product management,
public relations, call center, support and marketing personnel. Other sales and marketing expenses include customer acquisition costs, advertising and other promotionalcosts.

			For the Three Months Ended		For the Nine Months Ended September
	(Dollar amounts in thousands of U.S. dollars)			September 30,		30,
			2021					2020	2021	2020
	Sales and marketing	$		9,892 $	8,318 $	27,579 $	26,521
	Increase over prior period	$		1,574	$	1,058
	Increase - percentage			19%		4%
	Percentage of net revenues			13%	11%	12%	11%

	Sales and marketing expenses for the three months ended September 30, 2021 increased by $1.6 million, or 19%, to $9.9 million as compared to the three months
ended September 30, 2020. This three-month increase primarily related to increased marketing related costs to drive active subscription growth given the increase inserviceable addresses available to our Fiber Internet Services segment. In addition to the increased spending on marketing related costs, both personnel and facilitycosts for our Ting Fiber teams increased driven by the expansion of our Ting Fiber internet footprint and workforce in select Ting towns across the U.S.
	Sales and marketing expenses for the nine months ended September 30, 2021 increased by $1.1 million, or 4%, to $27.6 million as compared to the nine months
ended September 30, 2020. This nine-month increase primarily related to increased salaries and benefits driven by an expanding workforce and wage inflation focused onour Fiber Internet teams, as well as an increase in costs related to stock-based compensation expenses to attract and retain labor. In addition to personnel relatedexpenses, facility costs increased driven by the expansion of our Ting Fiber internet footprint and workforce in select Ting towns across the U.S.

TECHNICAL OPERATIONS AND DEVELOPMENT
	Technical operations and development expenses consist primarily of personnel costs and related expenses required to support the development of new or
enhanced service offerings and the maintenance and upgrading of existing infrastructure. This includes expenses incurred in the research, design and development oftechnology that we use to register domain names, network access services, email, retail, domain portfolio and other Internet services, as well as to distribute our digitalcontent services. All technical operations and development costs are expensed as incurred.

			For the Three Months Ended		For the Nine Months Ended September
	(Dollar amounts in thousands of U.S. dollars)			September 30,		30,
			2021					2020	2021	2020
	Technical operations and development	$		3,742 $	3,162 $	10,044 $	8,980
	Increase over prior period	$		580	$	1,064
	Increase - percentage			18%		12%
	Percentage of net revenues			5%	4%	5%	4%

	Technical operations and development expenses for the three months ended September 30, 2021 increased by $0.6 million, or 18%, to $3.7 million when
compared to the three months ended September 30, 2020. The increase in costs relates primarily to increased spending on external contractors to provide developmentresources to assist our internal shared services and engineering teams with development aspects of the MSE platform.
	Technical operations and development expenses for the nine months ended September 30, 2021 increased by $1.1 million, or 12%, to $10.0 million when
compared to the nine months ended September 30, 2020. The increase in costs relates primarily to increased spending on external contractors to provide developmentresources to assist our internal shared services and engineering teams with development aspects of the MSE platform. In addition to increased spending on externalcontractors, a slight increase in salaries and benefits driven by an expanding workforce and wage inflation focused on our shared services and engineering teamscontributed to the overall increase in costs for the period along with stock-based compensation expenses to attract and retain labor. GENERAL AND ADMINISTRATIVE
	General and administrative expenses consist primarily of compensation and related costs for managerial and administrative personnel, fees for professional
services, public listing expenses, rent, foreign exchange and other general corporate expenses.
			For the Three Months Ended		For the Nine Months Ended September
	(Dollar amounts in thousands of U.S. dollars)			September 30,		30,
			2021					2020	2021	2020
	General and administrative	$		5,069 $	4,868 $	15,232 $	15,074
	Increase over prior period	$		201	$	158
	Increase - percentage			4%		1%
	Percentage of net revenues			7%	7%	7%	6%

	General and administrative expenses for the three months ended September 30, 2021 increased by $0.2 million, or 4% to $5.1 million as compared to the three
months ended September 30, 2020. The increase was primarily driven increases in personnel and related expenses as well as stock-based compensation expenses inorder to attract, retain and scale core administrative teams including Human Resources and Finance to meet projected Company growth. These increases were partiallyoffset by reduced Mobile Services credit card fees and bad debt charges as a result of the DISH Purchase Agreement that closed in the prior year, as well as a decreasein facility related costs.
	General and administrative expenses for the nine months ended September 30, 2021 increased by $0.1 million, or 1% to $15.2 million, as compared to the nine
months ended September 30, 2020. The increase was primarily driven increases in personnel and related expenses as well as stock-based compensation expenses inorder to attract, retain and scale core administrative teams including Human Resources and Finance to meet projected Company growth. These increases were partiallyoffset by reduced Mobile Services credit card fees and bad debt charges as a result of the DISH Purchase Agreement that closed in the prior year, as well as a decreasein facility related costs.

			37

Table of Contents DEPRECIATION OF PROPERTY AND EQUIPMENT

	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020		2021	2020
		Depreciation of property and equipment	$		136 $	125 $	384 $	363
		Increase over prior period	$		11	$	21
		Increase - percentage			9%		6%
		Percentage of net revenues			0%	0%	0%	0%

		Depreciation costs remained flat for the three months ended September 30, 2021 at $0.1 million when compared to the three months ended September 30, 2020. Depreciation costs remained flat for the nine months ended September 30, 2021 at $0.4 million when compared to the nine months ended September 30, 2020.
AMORTIZATION OF INTANGIBLE ASSETS

	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020		2021	2020
		Amortization of intangible assets	$	2,267 $	2,315 $	6,909 $	7,766
		Decrease over prior period	$	(48)	$	(857)
		Decrease - percentage			(2)%		(11)%
		Percentage of net revenues			3%	3%	3%	3%

		Amortization of intangible assets for the three months ended September 30, 2021 remained flat at $2.3 million as compared to the three months ended September
30, 2020.
		Amortization of intangible assets for the nine months ended September 30, 2021 decreased by $0.9 million to $6.9 million as compared to the nine months ended
September 30, 2020. The decrease is driven by write-off of Mobile Services related intangible assets in connection with the both the sale of the Ting Mobile customerbase and the shutdown of Roam Mobility in the prior year. Network rights, brand and customer relationships acquired in connection with the following acquisitions areamortized on a straight-line basis over a range of two to seven years: eNom in January 2017, Ascio in March 2019, and Cedar in January 2020.

IMPAIRMENT OF DEFINITE LIFE INTANGIBLE ASSETS

	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020		2021	2020
		Impairment of definite life intangible assets	$		- $	- $	- $	1,431
		Decrease over prior period	$		-	$				(1,431)
		Decrease - percentage		N/A%		(100)%
		Percentage of net revenues			-%	-%	-%	1%
		Impairment of definite life intangible assets for the nine months ended September 30, 2021 decreased by $1.4 million as compared to the nine months ended
September 30, 2020. The decrease is driven by the write-off of Roam Mobility brands customer relationships that were written off in the prior year when the Companydecided to shut down the related businesses as a result of lack of demand for SIM-enabled roaming services due to the COVID-19 pandemic.

LOSS (GAIN) ON CURRENCY FORWARD CONTRACTS
		Although our functional currency is the U.S. dollar, a major portion of our fixed expenses are incurred in Canadian dollars. Our goal with regard to foreign
currency exposure is, to the extent possible, to achieve operational cost certainty, manage financial exposure to certain foreign exchange fluctuations and to neutralizesome of the impact of foreign currency exchange movements. Accordingly, we enter into foreign exchange contracts to mitigate the exchange rate risk on portions of ourCanadian dollar exposure.

	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020		2021	2020
		Loss (gain) on currency forward contracts	$		(87) $	(159) $	(277) $	(99)
		Increase over prior period	$		72	$	(178)
		Increase - percentage			45%		180%
		Percentage of net revenues			0%	0%	0%	0%

		The Company recorded a net gain of $0.1 million on the change in fair value of outstanding contracts as well as realized on matured contracts during the three
months ended September 30, 2021, compared to a net gain of $0.2 million during the three months ended September 30, 2020.
		The Company recorded a net gain of $0.3 million on the change in fair value of outstanding contracts as well as realized on matured contracts during the nine
months ended September 30, 2021, compared to a net gain of $0.1 million during the nine months ended September 30, 2020.
		At September 30, 2021, our balance sheet reflects a derivative instrument asset of $0.1 million and a liability of $0.5 million as a result of our existing foreign
exchange contracts. Until their respective maturity dates, these contracts will fluctuate in value in line with movements in the Canadian dollar relative to the U.S. dollar.
	38

Table of Contents OTHER INCOME (EXPENSES)

	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020			2021	2020
		Other income (expense), net	$	4,300 $	244 $					12,385 $	(1,924)
		Increase over prior period	$	4,056	$					14,309
		Increase - percentage		1,662%		(744)%
		Percentage of net revenues			6%	0%	6%	1%

		Other Income during the three months ended September 30, 2021 increased by $4.1 million when compared to the three months ended September 30, 2020. This
was primarily due to the $4.5 million increase due to the gain on sale of Ting Customer Assets to DISH in the current period. As described above, the Company receivesa payout on the margin associated with the legacy customer base sold to DISH over the 10-year term of the agreement, as form of consideration for the sale of the legacycustomer relationships. In addition to this, an offsetting factor in the increase was higher interest incurred on our Amended 2019 Credit Facility (as defined below) withthe majority of the borrowings used to support the build-out of the Ting Fiber network. Other expense consists primarily of the interest we incur in connection with ourAmended 2019 Credit Facility. The interest incurred primarily relates to our loan balances obtained to fund the acquisition of eNom, Ascio and Cedar and funding forexpenditures associated with the Company’s Fiber to the Home build program.
		Other Income during the nine months ended September 30, 2021 increased by $14.3 million when compared to the nine months ended September 30, 2020. This
was primarily due to the $14.7 million increase due to the gain on sale of Ting Customer Assets to DISH in the current period. As described above, the Companyreceives a payout on the margin associated with the legacy customer base sold to DISH over the 10-year term of the agreement, as form of consideration for the sale ofthe legacy customer relationships. Offsetting this increase was higher interest incurred on our Amended 2019 Credit Facility with the majority of the borrowings usedto support the build-out of the Ting Fiber network due to lower variable interest rates relative to the prior year. Other expense consists primarily of the interest we incurin connection with our Amended 2019 Credit Facility. The interest incurred primarily relates to our loan balances obtained to fund the acquisition of eNom, Ascio andCedar and funding for expenditures associated with the Company’s Fiber to the Home build program. INCOME TAXES
		The following table presents our provision for income taxes for the periods presented:
	For the Three Months Ended			For the Nine Months Ended September
		(Dollar amounts in thousands of U.S. dollars)		September 30,		30,
				2021					2020			2021	2020
		Provision for income taxes	$	(299) $	840 $	665 $	2,390
		Decrease in provision over prior period	$	(1,139)	$	(1,725)
		Decrease - percentage		(136)%		(72)%
		Effective tax rate		- 28%	54%	11%	39%
		We operate in various tax jurisdictions, and accordingly, our income is subject to varying rates of tax. Losses incurred in one jurisdiction cannot be used to
offset income taxes payable in another jurisdiction. Our ability to use income tax loss carry forwards and future income tax deductions is dependent upon our operationsin the tax jurisdictions in which such losses or deductions arise. Income taxes are computed using the asset and liability method, under which deferred tax assets andliabilities are determined based on the difference between the financial statement carrying values and tax base of assets and liabilities using enacted tax rates in effect forthe year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amountexpected to be realized.
		For the three months ended September 30, 2021, we recorded an income tax recovery of $0.3 million on income before income taxes of 1.1 million, using an
estimated effective tax rate for Fiscal 2021 adjusted for certain minimum state taxes as well as the inclusion of a $0.2 million tax recovery related to ASU 2016-09, whichrequires all excess tax benefits and tax deficiencies related to employee share-based payments to be recognized through income tax expense. Our effective tax rate for thethree months ended September 30, 2021 is impacted by discrete adjustments resulting from foreign exchange and mark-to-market adjustments. Comparatively, for thethree months ended September 30, 2020, we recorded an income tax expense of $0.8 million on income before taxes of $1.6 million, using an estimated effective tax rate forFiscal 2020 and reflecting a $0.3 million tax expense related to ASU 2016-09.
		For the nine months ended September 30, 2021, we recorded an income tax expense of $0.7 million on income before income taxes of $6.0 million, using an
estimated effective tax rate for Fiscal 2021 adjusted for certain minimum state taxes as well as the inclusion of a $0.4 million tax recovery related to ASU 2016-09, whichrequires all excess tax benefits and tax deficiencies related to employee share-based payments to be recognized through income tax expense. Our effective tax rate for thenine months ended September 30, 2021 is impacted by discrete adjustments resulting from finalization of prior period tax filings, foreign exchange and mark-to-marketadjustments. Comparatively, for the nine months ended September 30, 2020, we recorded an income tax expense of $2.4 million on income before taxes of $6.1 million,using an estimated effective tax rate for Fiscal 2020 and reflecting a $0.1 million tax expense related to ASU 2016-09.
		In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets
will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the years in which those temporarydifferences become deductible. Management projected future taxable income, uncertainties related to the industry in which the Company operates, and tax planningstrategies in making this assessment.
		We recognize accrued interest and penalties related to income taxes in income tax expense. We did not have significant interest and penalties accrued
at September 30, 2021 and December 31, 2020, respectively.
	39

Table of Contents ADJUSTED EBITDA
	We believe that the provision of this supplemental non-GAAP measure allows investors to evaluate the operational and financial performance of our core
business using similar evaluation measures to those used by management. We use adjusted EBITDA to measure our performance and prepare our budgets. Sinceadjusted EBITDA is a non-GAAP financial performance measure, our calculation of adjusted EBITDA may not be comparable to other similarly titled measures of othercompanies; and should not be considered in isolation, as a substitute for, or superior to measures of financial performance prepared in accordance with GAAP. Becauseadjusted EBITDA is calculated before recurring cash charges, including interest expense and taxes, and is not adjusted for capital expenditures or other recurring cashrequirements of the business, it should not be considered as a liquidity measure. See the Consolidated Statements of Cash Flows included in the attached financialstatements. Non-GAAP financial measures do not reflect a comprehensive system of accounting and may differ from non-GAAP financial measures with the same orsimilar captions that are used by other companies and/or analysts and may differ from period to period. We endeavor to compensate for these limitations by providingthe relevant disclosure of the items excluded in the calculation of adjusted EBITDA to net income based on GAAP, which should be considered when evaluating theCompany's results. Tucows strongly encourages investors to review its financial information in its entirety and not to rely on a single financial measure.
	Our adjusted EBITDA definition excludes depreciation, amortization of intangible assets, income tax provision, interest expense (net), accretion of contingent
consideration, stock-based compensation, asset impairment, gains and losses from unrealized foreign currency transactions and costs that are one-time in nature andnot indicative of on-going performance (profitability), including acquisition and transition costs. Gains and losses from unrealized foreign currency transactionsremoves the unrealized effect of the change in the mark-to-market values on outstanding foreign currency contracts not designated in accounting hedges, as well as theunrealized effect from the translation of monetary accounts denominated in non-U.S. dollars to U.S. dollars.
	The following table reconciles adjusted EBITDA to net income: Reconciliation of Adjusted EBITDA to Income before Provision for IncomeTaxes
			Three Months Ended September 30,	Nine Months Ended September 30,
	(In Thousands of US Dollars)			2021		2020		2021					2020
	(unaudited)		(unaudited)				(unaudited)		(unaudited)					(unaudited)

	Adjusted EBITDA	$		12,205 $		13,270 $	36,083 $	38,124
	Depreciation of property and equipment			4,758						3,110	12,728	9,255
	Impairment and loss on disposition of property and equipment				470					113	536	1,638
	Amortization of intangible assets			2,288		2,645	7,253	8,776
	Impairment of definite life intangible assets				-	-				-	1,431
	Write-down on disposal of Ting Mobile customer assets				-	3,513	-	3,513
	Interest expense, net			1,169						760	3,108	2,756
	Accretion of contingent consideration				96					86	287		258
	Stock-based compensation			1,126		1,016	3,357	2,664
	Unrealized loss (gain) on change in fair value of forward contracts				249					(175)	606		(263)
	Unrealized loss (gain) on foreign exchange revaluation of foreigndenominated monetary assets and liabilities
					72					81	178		479
	Acquisition and other costs1				901					565	2,034	1,520

	Income before provision for income taxes	$		1,076 $		1,556 $	5,996 $	6,097

1Acquisition and other costs represents transaction-related expenses, transitional expenses, such as redundant post-acquisition expenses, primarily related toour acquisition of Ascio in March 2019, Cedar in January 2020, and the disposition of certain Ting Mobile assets in August 2020. Expenses include severance ortransitional costs associated with department, operational or overall company restructuring efforts, including geographic alignments.

	Adjusted EBITDA decreased by $1.1 million to $12.2 million for the three months ended September 30, 2021 when compared to the three months ended
September 30, 2020. The decrease in adjusted EBITDA from period-to-period was primarily driven by the increased investment in Ting Fiber due to the ramp ofexpenditures related to the Fiber network build and expansion plan; and from slightly decreased contribution from Domain Services. These decreases were partiallyoffset by increased contribution from Mobile Services Mobile Services due to the gain on sale of Ting Customer Assets earned as Other Income and new MSE Platformrevenues growing in the current period.
	Adjusted EBITDA decreased by $2.0 million to $36.1 million for the nine months ended September 30, 2021 when compared to the nine months ended
September 30, 2020. The decrease in adjusted EBITDA from period-to-period was primarily driven by the increased investment in Ting Fiber due to the ramp ofexpenditures related to the Fiber network build and expansion plan. This decrease was partially offset by increased contributions from both Mobile Services due tothe gain on sale of Ting Customer Assets earned as Other Income and new MSE Platform revenues growing in the current period and from Domain Services; due tostrong performance and additions to domains under management as a result of the COVID-19 pandemic.
		40

Table of Contents OTHER COMPREHENSIVE INCOME (LOSS)

To mitigate the impact of the change in fair value of our foreign exchange contracts on our financial results, in October 2012 we begun applying hedge

accounting for the majority of the contracts we need to meet our Canadian dollar requirements on a prospective basis.

The following table presents other comprehensive income for the periods presented:

For the Three Months Ended

For the Nine Months Ended

(Dollar amounts in thousands of U.S. dollars)

September 30,

2021

2020

2021

2020

Other comprehensive income (loss)

(1,385) $

775 $

(2,624) $

898

Decrease over prior period

(2,160)

(3,522)

Decrease - percentage

(279)%

(392)%

Percentage of net revenues

(2)%

(1)%

The impact of the fair value adjustments on outstanding hedged contracts for the three months ended September 30, 2021 w as a gain in OCI before

reclassifications of $0.5 million as compared to a loss in OCI of $0.7 million before reclassifications for the three months ended September 30, 2020.

The net amount reclassified to earnings during the three months ended September 30, 2021 was a gain of $0.9 million compared to a loss of less than

$0.1 million during the three months ended September 30, 2020.

The impact of the fair value adjustments on outstanding hedged contracts for the nine months ended September 30, 2021 was a loss in OCI before

reclassifications of $0.1 million as compared to a loss in OCI of $0.6 million before reclassifications for the nine months ended September 30, 2020.

The net amount reclassified to earnings during the nine months ended September 30, 2021 was a gain of $2.7 million compared to a loss of $0.3 million during

the nine months ended September 30, 2020.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2021, our cash and cash equivalents balance decreased by $2.8 million when compared to December 31, 2020. Our principal uses of

cash were $50.1 million for the continued investment in property and equipment driven by Ting Fiber expansion, $2.0 million related to an investment in an unrelatedentity, $0.4 million related to the payment of tax obligations from net exercise of stock options, and $0.2 million related to the acquisition of intangible assets. These usesof cash were partially offset by $28.0 million proceeds received from the drawdown of the Amended 2019 Credit Facility, $19.1 million from cash provided from operatingactivities and $2.8 million from the proceeds received on the exercise of stock options.

Amended 2019 Credit Facility

On June 14, 2019, the Company and its wholly-owned subsidiaries, Tucows.com Co., Ting Fiber, Inc., Ting Inc., Tucows (Delaware) Inc. and Tucows (Emerald),

LLC, entered into an Amended and Restated Senior Secured Credit Agreement with RBC, as administrative agent, and lenders party thereto (collectively with RBC, the“Lenders”) under which the Company has access to an aggregate of up to $240 million in funds, which consists of $180 million guaranteed credit facility and a $60million accordion facility. On November 27, 2019, the Company entered into Amending Agreement No. 1 to the Amended and Restated Senior Secured Credit Agreement(collectively with the Amended and Restated Senior Secured Credit Agreement, the “Amended 2019 Credit Facility”) to amend certain defined terms in connection withthe Cedar acquisition.

The Amended 2019 Credit Facility replaced a secured Credit Agreement dated January 20, 2017 with Bank of Montreal, RBC and Bank of Nova Scotia.

The obligations of the Company under the Amended 2019 Credit Agreement are secured by a first priority lien on substantially all of the personal property and

assets of the Company and has a four-year term, maturing on June 13, 2023.

Second Amended 2019 Credit Facility

Subsequent to September 30, 2021, the Company entered into a Second Amended 2019 Credit Agreement. For further discussion, please see Note 19 –

Subsequent events to the consolidated financial statements of the Company in Part I, Item 1 in this Quarterly Report on Form 10-Q.

Table of Contents Cash Flow from Operating Activities
	Net cash inflows from operating activities during the nine months ended September 30, 2021 totaled $19.1 million, a decrease of 44% when compared to the nine
months ended September 30, 2020.
	Net income, after adjusting for non-cash charges, during the nine months ended September 30, 2021 was $25.2 million, a decrease of 17% when compared to the
prior year. Net income included non-cash charges and recoveries of $19.9 million such as depreciation, amortization, stock-based compensation, loss (gain) on change infair value of currency forward contracts, net right of use operating asset or liability, accretion of contingent consideration, amortization of debt discount and issuancecosts, impairment of property and equipment, loss on disposal of domain names, net amortization of contract costs, excess tax benefits on stock-based compensation,and deferred income taxes (recovery). In addition, changes in our working capital used net cash of $6.1 million. Utilized cash of $11.2 million from the changes in contractassets, income taxes recoverable, deferred costs of fulfillment, prepaid expenses and deposits, inventory, customer deposits, deferred revenue and accreditation feespayable were offset by positive contributions of $4.9 million from movements in accounts receivable, accounts payable and accrued liabilities. Cash Flow from Financing Activities
	Net cash inflows from financing activities during the nine months ended September 30, 2021 totaled $30.5 million, an increase of 1084% when compared to the
nine months ended September 30, 2020. Total cash inflows were driven by $28.0 million of proceeds received from drawdown of the Credit Facility, as well as $2.8 millionfrom proceeds received on exercise of stock options. These cash inflows were partially offset by $0.4 million related to the payment of tax obligations resulting from thenet exercise of stock options.

Cash Flow from Investing Activities
	Investing activities during the nine months ended September 30, 2021 used net cash of $52.3 million, an increase of 26% when compared to the nine months
ended September 30, 2020. Cash outflows of $50.1 million related to the investment in property and equipment, primarily to support the continued expansion of our Fiberfootprint. The Company continues to invest in our existing Ting Towns of Centennial, Colorado, Charlottesville, Virginia, Fuquay-Varina, North Carolina, Wake Forest,North Carolina, Holly Springs, North Carolina, Sandpoint, Idaho, Rolesville, North Carolina and Culver City, California as we seek to extend both our current network andexpand to new markets. We expect our capital expenditures on building and expanding our fiber network to continue to increase during Fiscal 2021. In addition toinvestment in property and equipment, the current period used $2.0 million for an investment in an unrelated entity, and $0.2 million for the acquisition of other intangibleassets.
	Based on our operations, we believe that our cash flow from operations and credit facilities will be adequate to meet our anticipated requirements for working
capital, capital expenditures and our interest payments for at least the next 12 months.
	We may need additional funds or seek other financing arrangements to facilitate more rapid expansion, develop new or enhance existing products or services,
respond to competitive pressures or acquire or invest in complementary businesses, technologies, services or products. We may also evaluate potential acquisitions ofother businesses, products and technologies. We currently have no commitments or agreements regarding the acquisition of other businesses. If additional financing isrequired, we may need additional equity or debt financing and any additional financing may be dilutive to existing investors. We may not be able to raise funds onacceptable terms, or at all. Off Balance Sheet Arrangements
	As of September 30, 2021, we did not have any off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of SEC Regulation S-K.
Contractual Obligations
	In our 2020 Annual Report, we disclosed our contractual obligations. As of September 30, 2021, other than the items mentioned above, there have been no
other material changes to those contractual obligations outside the ordinary course of business.
		42

Table of Contents ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
	We develop products in Canada and sell these services in North America and Europe. Our sales are primarily made in U.S. dollars, while a major portion of
expenses are incurred in Canadian dollars. Our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economicconditions in foreign markets. Our interest income is sensitive to changes in the general level of Canadian and U.S. interest rates, particularly since the majority of ourinvestments are in short-term instruments. Based on the nature of our short-term investments, we have concluded that there is no material interest rate risk exposure asof September 30, 2021.
	We are also subject to market risk exposure related to changes in interest rates under our Amended 2019 Credit Facility. In an effort to mitigate a portion of our
market risk exposure the Company has entered into a pay-fixed, receive-variable interest rate swap with a Canadian chartered bank to limit the potential interest ratefluctuations incurred on its future cash flows related to variable interest payments on the Amended 2019 Credit facility. The notional value of the swap at September 30,2021 is $70 million, consistent with December 31, 2020.

	We do not expect that any changes in interest rates will be material through Fiscal 2021; however, fluctuations in interest rates are beyond our control. We will
continue to monitor and assess the risks associated with interest expense exposure and may take additional actions in the future to mitigate these risks.
	Although our functional currency is the U.S. dollar, a substantial portion of our fixed expenses are incurred in Canadian dollars. Our policy with respect to
foreign currency exposure is to manage financial exposure to certain foreign exchange fluctuations with the objective of neutralizing some of the impact of foreigncurrency exchange movements. Exchange rates are, however, subject to significant and rapid fluctuations, and therefore we cannot predict the prospective impact ofexchange rate fluctuations on our business, results of operations and financial condition. Accordingly, we have entered into foreign exchange forward contracts tomitigate the exchange rate risk on portions of our Canadian dollar exposure.
	As of September 30, 2021, we had the following outstanding foreign exchange forward contracts to trade U.S. dollars in exchange for Canada dollars:

			Weighted average
		Notional amount of U.S.	exchange rate of U.S.	Fair value Asset /
	Maturity date (Dollar amounts in thousands of U.S. dollars)		dollars	dollars	(Liability)

	October - December 2021		12,959	1.2455	(209)
	January - March 2022		7,930	1.2452	(129)
		$	20,889	1.2454 $	(338)

	As of September 30, 2021, the Company had $20.9 million of outstanding foreign exchange forward contracts which will convert to $26.0 million Canadian
dollars. Of these contracts, $20.9 million met the requirements for hedge accounting. As of December 31, 2020, the Company held contracts in the amount of $31.8 millionto trade U.S. dollars in exchange for $45.5 million Canadian dollars. Of these contracts, $26.8 million met the requirements for hedge accounting.
	We have performed a sensitivity analysis model for foreign exchange exposure over the three months ended September 30, 2021. The analysis used a modeling
technique that compares the U.S. dollar equivalent of all expenses incurred in Canadian dollars, at the actual exchange rate, to a hypothetical 10% adverse movement inthe foreign currency exchange rates against the U.S. dollar, with all other variables held constant. Foreign currency exchange rates used were based on the market ratesin effect during the three months ended September 30, 2021. The sensitivity analysis indicated that a hypothetical 10% adverse movement in foreign currency exchangerates would result in a decrease in net income for the three months ended September 30, 2021 of approximately $1.3 million, before the effects of hedging. Fluctuations ofexchange rates are beyond our control. We will continue to monitor and assess the risk associated with these exposures and may take additional actions in the future tohedge or mitigate these risks. Credit Risk
	Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash equivalents, marketable securities, foreign exchange
contracts and accounts receivable. Our cash, cash equivalents and short-term investments are in high-quality securities placed with major banks and financialinstitutions whom we have evaluated as highly creditworthy and commercial paper. Similarly, we enter into our foreign exchange contracts with major banks and financialinstitutions. With respect to accounts receivable, we perform ongoing evaluations of our customers, generally granting uncollateralized credit terms to our customers,and maintaining an allowance for doubtful accounts based on historical experience and our expectation of future losses.
		43

Table of Contents Interest rate risk
	Our exposure to interest rate fluctuations relate primarily to our Amended 2019 Credit Facility. As of September 30, 2021, we had an outstanding balance of $150.4 million on the Amended 2019 Credit Facility. The Amended 2019 Credit Facility bears a base
interest rate based on borrowing elections by the Company with a marginal rate calculated as a function of the Company's total Funded Debt to EBITDA plus the LIBORrate. In May 2020, the Company entered into a pay-fixed, receive-variable interest rate swap with a Canadian chartered bank to limit the potential interest ratefluctuations incurred on its future cash flows related to the variable interest payments on the Credit facility. The notional value of the interest rate swap was $70 millionas of September 30, 2021, consistent with December 31, 2020. The Company does not use the interest rate swap for trading or speculative purposes. The contract iscoterminous with the Credit facility, maturing in June 2023. As of September 30, 2021, an adverse change of one percent on the interest rate would have the effect ofincreasing our annual interest payment on Amended 2019 Credit Facility by approximately $0.8 million, after the effects of hedging, assuming that the loan balance asof September 30, 2021 is outstanding for the entire period.
	The Company is currently charged interest and standby fees based on LIBOR, a key global reference interest rate. These interest and standby fees are partially
hedged by interest rate swaps held by the Company, which are also based on LIBOR. Currently, LIBOR’s regulator and administrators are seeking to discontinue thepublication of LIBOR. Global markets working groups around the World continue to search and recommend an alternative reference rate for LIBOR. In the U.S, theAlternative Reference Rates Committee has identified the Secured Overnight Financing Rate as its preferred alternative rate for USD LIBOR, however work continuesacross all jurisdictions to evaluate alternatives and establish transition plans and timelines. Both the credit facility agreement and the interest rate swaps will need to beamended when an alternative reference rate is chosen, at which time we may adopt some of the practical expedients provided by ASU 2020-04. As mentioned above, theCompany has assessed which existing contracts reference LIBOR and we will continue to monitor the situation and recommendations for an alternative reference rate asthey become available. Additionally, the Company will continue proactive discussions and renegotiations with counterparties around the reference rate change asappropriate. Item 4. Controls and Procedures (a) Evaluation of Disclosure Controls and Procedures As required by Rule 13a-15(b) of the Securities Exchange Act of 1934 (the “Exchange Act”), management, with the participation of our Chief Executive Officer and ChiefFinancial Officer, evaluated, as of the end of the period covered by this report, the effectiveness of our disclosure controls and procedures as defined in Exchange ActRule 13a-15(e). Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance ofachieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Ourdisclosure controls and procedures are designed to provide reasonable assurance of achieving their control objectives. Based on the evaluation of our disclosurecontrols and procedures as of the end of the period covered by this quarterly report, our Chief Executive Officer and Chief Financial Officer concluded that, asof September 30, 2021 our disclosure controls and procedures were effective at the reasonable assurance level. (b) Changes in Internal Control over Financial Reporting There were no changes made in our internal controls over financial reporting during the three months ended September 30, 2021 that have materially affected, or arereasonably likely to materially affect, our internal control over financial reporting.
		44

Table of Contents
	PART II.
		OTHER INFORMATION

Item 1. Legal Proceedings We are involved in various investigations, claims and lawsuits arising in the normal conduct of our business, none of which, individually or in the aggregate, webelieve will materially harm our business. We cannot assure that we will prevail in any litigation. Regardless of the outcome, any litigation may require us to incursignificant litigation expense and may result in significant diversion of our attention. Item 1A. Risk Factors Not applicable.
	45

Table of Contents Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On February 9, 2021, the Company announced that its Board approved a stock buyback program (the "2021 Buyback Program") to repurchase up to $40 million of itscommon stock in the open market. Purchases will be made exclusively through the facilities of the NASDAQ Capital Market. The stock buyback program commencedon February 10, 2021 and will terminate on or before February 9, 2022. For the three and nine months ended September 30, 2021, the Company did not repurchase anyshares under the 2021 Buyback Program.

Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information None.
	46

Table of Contents Item 6. Exhibits
No.	Description

	Fourth Amended and Restated Articles of Incorporation of Tucows Inc. (Incorporated by reference to Exhibit 3.1 filed with Tucows’ Current Report onForm 8-K, as filed with the SEC on November 29, 2007).
3.1.1
	Articles of Amendment to Fourth Amended and Restated Articles of Incorporation of Tucows Inc. (Incorporated by reference to Exhibit 3.1 filed withTucows’ Current Report on Form 8-K, as filed with the SEC on January 3, 2014).
3.1.2
	Second Amended and Restated Bylaws of Tucows Inc. (Incorporated by reference to Exhibit 3.2 filed with Tucows’ Annual Report on Form 10-K forthe year ended December 31, 2006, as filed with the SEC on March 29, 2007).
3.2
	Amendment No. 1 to Second Amended and Restated Bylaws of Tucows Inc. (Incorporated by Reference to Exhibit 3.3 filed with Tucows’ QuarterlyReport on Form 10-Q for the quarter ended June 30, 2012).
3.3
31.1#	Chief Executive Officer's Rule 13a-14(a)/15d-14(a) Certification
31.2#	Chief Financial Officer's Rule 13a-14(a)/15d-14(a) Certification
32.1†	Chief Executive Officer's Section 1350 Certification †
32.2†	Chief Financial Officer's Section 1350 Certification †
	Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within theInline XBRL document)
101.INS#
101.SCH#	Inline XBRL Taxonomy Extension Schema Document
101.CAL#	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF#	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB#	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE#	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104#	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

#	Filed herewith.
†	Furnished herewith.

		47

Table of Contents
	SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersignedthereunto duly authorized.

Date: November 4, 2021		TUCOWS INC.

		By: /s/ ELLIOT NOSS
			Elliot Noss
			President and Chief Executive Officer

		By: /s/ DAVINDER SINGH
		Davinder SinghChief Financial Officer

			(Principal Financial and Accounting Officer)

	48

Exhibit 31.1

		Rule 13a-14(a)/15d-14(a) Certification

	I, Elliot Noss, certify that:
	1.
			I have reviewed this Quarterly Report on Form 10-Q of Tucows Inc.;
	2.		Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
	3.		Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
	4.		The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant andhave:
			a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, toensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within thoseentities, particularly during the period in which this report is being prepared;
			b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under oursupervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for externalpurposes in accordance with generally accepted accounting principles;
			c)	evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
			d)	disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscalquarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
	5.		The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to theregistrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):
			a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likelyto adversely affect the registrant's ability to record, process, summarize and report financial information; and
			b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control overfinancial reporting.
	Date November 4,2021
				/s/ Elliot Noss
				Elliot Noss
				President and Chief Executive Officer

Exhibit 31.2

		Rule 13a-14(a)/15d-14(a) Certification

	I, Davinder Singh, certify that:
	1.
			I have reviewed this Quarterly Report on Form 10-Q of Tucows Inc.;
	2.		Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
	3.		Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
	4.		The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant andhave:
			a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, toensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within thoseentities, particularly during the period in which this report is being prepared;
			b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under oursupervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for externalpurposes in accordance with generally accepted accounting principles;
			c)	evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
			d)	disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscalquarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
	5.		The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to theregistrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):
			a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likelyto adversely affect the registrant's ability to record, process, summarize and report financial information; and
			b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control overfinancial reporting.

	Date November 4,2021			/s/ Davinder Singh
				Davinder Singh
				Chief Financial Officer

Exhibit 32.1

		CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

			In connection with the Quarterly Report of Tucows Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2021 as filed with the Securities
	and Exchange Commission on the date hereof (the “Report”), I, Elliot Noss, President and Chief Executive Officer of the Company, hereby certify, to my knowledge,pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

			(1)	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

			(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of theCompany.


			Date: November 4, 2021			/s/ Elliot Noss
					Elliot Noss
					President and Chief Executive Officer

Exhibit 32.2

		CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

			In connection with the Quarterly Report of Tucows Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2021 as filed with the Securities
	and Exchange Commission on the date hereof (the “Report”), I, Davinder Singh, Chief Financial Officer of the Company, hereby certify, to my knowledge, pursuant to18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

			(3)	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

			(4)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of theCompany.


			Date: November 4, 2021			/s/ Davinder Singh
					Davinder Singh
					Chief Financial Officer