26 Apr 2011 14:04
FOR IMMEDIATE RELEASE: 26 April 2011
Top Level Domain Holdings Limited
("TLDH" or the "Company")
Warrant terms amendment
The Directors of Top Level Domain Holdings, Ltd. (AIM: TLDH.L) announce that the Company has amended the terms of 48,946,109 warrants that were issued (and remain unexercised) pursuant to the completion of a placing of ordinary shares in 2009 as announced on 23 July 2009 (the "Placing Warrants") by extending the expiry date of the Placing Warrants by 12 months to 31 July 2012 (the "Extended Expiry Date"). Fred Krueger, Guy Elliot, David Weill and Clark Landry, all of whom are directors of the Company, participated in the placing in 2009 and are interested, as previously announced, in aggregate in 34,165,680 Placing Warrants. The amendment of the Placing Warrants is therefore a related party transaction for the purposes of Rule 13 of the AIM Rules. The Independent Directors of the Company, being Antony Van Couvering and Mike Mendelson, having consulted with the Company's nominated adviser, consider that the amendment of the expiry date of the Placing Warrants is fair and reasonable insofar as the Company's shareholders are concerned.
In particular the Independent Directors expect that substantial progress will be made by the Internet Corporation for Assigned Names and Numbers ("ICANN") over the next 12 months on the implementation and award of the new generic top-level domains. ("gTLDs"). At the time of the 2009 placing, the Board had anticipated then that ICANN would have made faster progress on the implementation of the gTLD program. As previously announced, the ICANN Board of Directors resolved at its meeting in San Francisco (that concluded on 18 March 2011) to complete the process for final approval of the gTLD implementation program at an extraordinary meeting of the ICANN Board to be held on Monday, 20 June 2011, at the next ICANN public meeting in Singapore. If the new gTLD program is approved as expected in June, the Directors of TLDH expect that the window for new gTLD applications will open in September or October of 2011.
The Independent Directors believe that following ICANN approval and implementation of the gTLD program later this year, there should be a broader and deeper investor interest in the Company and accordingly, a more liquid market for the Company's shares and any new shares issued on the exercise of any then outstanding warrants.
For further information, please contact:
Top Level Domain Holdings Limited
North America
Frederick Krueger
Tel: +1 310 866 1935
or
Antony Van Couvering
Tel: +1 917 406 7126
Europe
David Weil
Tel: +44 (0) 20 7881 0180
Nominated Adviser to the Company
Beaumont Cornish Limited
Roland Cornish / Michael Cornish
Tel +44 (0) 20 7628 3396
gth media relations
Toby Hall /Christian Pickel
Tel: +44 (0) 20 3103 3903
About Top Level Domain Holdings Limited, http://tldh.org
Top Level Domain Holding is a publicly-traded holding company listed on the London AIM market. The company is focused on the new top-level domain space. Top-level domains, such as .com, run by VeriSign (NASDAQ: VRSN), and .biz, run by NeuStar (NYSE: NSR), are regulated by ICANN. ICANN has announced plans to expand the number of top level domains. TLDH intends to make targeted investments in this space, focusing on both infrastructure technologies and specific top-level domains, and recently raised £4.8 million in anticipation of doing so.
About Minds + Machines, http://mindsandmachines.com
Minds + Machines is a registry services provider that works internationally with commercial organisations, cities, not-for-profits and entrepreneurs to secure and operate new web domains, known as top-level domains (TLDs). Minds + Machines is a wholly-owned subsidiary of Top Level Domains Holdings, Ltd.
ENDS