Blog: TLDH

I’m happy to announce that Minds + Machines’ parent company, Top Level Domain Holdings, has raised approximately $14.2 million (£9.03 million) in a private placement to new and existing investors. Top Level Domain Holdings is traded on the AIM market of the London Stock Exchange.

The full press release can be found on the TLDH site, and is reproduced below:

Placing to raise approximately £9.0 million
February 10, 2012

The Directors of Top Level Domain Holdings Limited (AIM:TLDH.L), the only publicly traded company focused exclusively on acquiring and operating new generic top-level domains (“gTLDs”), are delighted to announce that the Company has today conditionally placed 109,468,353 new ordinary shares (the “Ordinary Shares”) at a placing price of 8.25p per Ordinary Share (the “Placing Price”) with institutional and other investors to raise £9,031,139 before expenses (equivalent to approximately US$14.2 million at current exchange rates) subject to admission (the “Placing”).

As previously announced, the Internet Corporation for Assigned Names and Numbers (“ICANN”) has formally opened the application window under which organisations can apply for the right to own and operate a new generic top level domain. The application window will remain open until 12 April 2012. Under ICANN’s rules, applicants for new gTLDs must first purchase an application slot, or placeholder, for each application for US$5,000 each, which will then be deducted from each US$185,000 gTLD application fee.

The Company intends to use the Placing proceeds to provide additional working capital and in particular, to fund the application slots and subsequent fees for new gTLDs on behalf of itself and clients of Minds + Machines. The Company expects to submit multiple batches for application slots during the application window having already submitted for its first twenty application slots. In January, TLDH announced that Minds+Machines will also be providing the back-end registry services for the proposed new .BAYERN domain.

Antony Van Couvering, CEO of TLDH, commented:

“We are delighted that both existing and new investors have responded so positively to our plan. With a new cash balance of approximately US$25 million, no debt, and a public stock, we believe that TLDH is ideally positioned to participate in the new gTLD opportunity.”

Peter Dengate Thrush, Chairman of TLDH, added:

“TLDH management believes that the increased capital will allow it to increase significantly the number of applications it is able to make, allowing it to develop a wider, more diversified portfolio of names in multiple languages and scripts.”

The new Ordinary Shares being issued pursuant to the Placing will, on issue, rank pari passu with the existing Ordinary Shares in issue and application will be made for the new Ordinary Shares to be admitted to trading on AIM. Trading in the new Ordinary Shares on AIM is expected to commence on or around 17 February 2012.

I’m very pleased to report that Minds + Machines’ parent company, Top Level Domain Holdings, Ltd., today appointed Peter Dengate Thrush, former Chairman of ICANN, as its Executive Chairman.

Here’s the TLDH press release in full:

Peter Dengate Thrush appointed as Executive Chairman of TLDH

The Directors of Top Level Domain Holdings Limited (AIM: TLDH.L), the only publicly traded company focused exclusively on acquiring and operating new generic top-level domains (“gTLD”), are delighted to announce that Mr Peter Dengate Thrush has been appointed Executive Chairman of the Company with immediate effect. Mr Dengate Thrush was until recently the Chairman of the Board of Directors of the Internet Corporation for Assigned Names and Numbers (“ICANN”), where in June 2011 he led the ICANN Board to approve the programme to create new gTLDs. (more…)

Minds + Machines is pleased to announce that our parent company, Top Level Domain Holdings, has acquired a further 15% interest in DotEco LLC, which is pursuing the .ECO top-level domain in association with former Vice President Al Gore, the Alliance for Climate Protection, the Sierra Club, and the Surfrider Foundation.

Here’s the text of the TLDH press release:

On 27 May 2009 the Board of Top Level Domain Holdings Limited (AIM: TLDH) announced that it had subscribed for a 10.0 per cent. interest (on a fully diluted basis) in DotEco for a cash consideration of US$200,000 (the “Initial Investment”). The Company has agreed today to acquire a further 15 per cent. interest in DotEco for a cash consideration of US$200,000, financed from its current cash resources, following which its interest in DotEco will amount to 25 per cent. (the “Acquisition”).

The Internet Corporation for Assigned Names and Numbers (”ICANN”) announced its intention to allow qualified parties to apply to own and operate new generic TLDs (”gTLDs”). DotEco, which is based in California, intends to build an environmentally-focused gTLD and entered into an integrated partnership with former US Vice President Al Gore and the Alliance for Climate Protection which supports DotEco’s efforts to raise awareness about the dangers of climate change. DotEco intends to submit an application with ICANN for the eco top level domain. The Company expects that the application and approval process could take up to 24 months. As DotEco is a start-up venture it has not to date prepared any financial statements.

When the Company made its Initial Investment, the Board anticipated then the Company’s interest in DotEco may well be diluted over time as DotEco raised additional capital in future. While there can be no assurance at this stage that the ICANN auction and application process for new gTLDs will proceed as expected or that DotEco will be successful in its applications, the Board believes that DotEco is well positioned ahead of the gTLD application process and its prospects, if awarded the eco top level domain, are potentially very attractive. In addition, the Board’s target minimum equity interest in gTLD applicants is generally 25 per cent. and the Acquisition therefore will enable the Company to achieve its preferred minimum equity interest level before any anticipated equity dilution by DotEco should its application be successful.

The vendor of the further interest in DotEco is Clark Landry, a director of the Company and founder shareholder of DotEco and who, as previously announced, has an interest of 24.87 per cent. fully diluted interest in DotEco. Accordingly, the proposed Acquisition is a related party transaction for the purposes of Rule 13 of the AIM Rules. The Independent Directors of the Company (being David Weill, Guy Elliott and Michael Mendelson), having consulted with Beaumont Cornish Limited, the Company’s nominated adviser, unanimously consider the terms of the proposed Acquisition are fair and reasonable insofar as the Company’s Shareholders are concerned.

David Weill, Chief Financial Officer said:

“Awareness is now building for the proposed .ECO domain in the international arena and we are pleased to have been able to increase our holding in ECO ahead of the application process formally beginning. We look forward to .ECO remaining at the forefront of the new top level domains expected to be launched in 2010.”

Top Level Domain Holdings, Ltd., a major shareholder in Minds + Machines, today announced that it has raised 2.5M pounds (approximately US$4.1M) in a private placement.

TLDH is a publicly-traded company listed under the ticker symbol TLDH.L on the London Stock Exchange’s AIM Market.

TLDH is the only public company focused exclusively on new top-level domains. The London Stock Exchange’s AIM market is available to U.S. investors through major brokerage houses such as E*Trade and Schwab.

In addition to providing capital for growth for Minds + Machines, TLDH will use the new funds to invest in new top-level domains and as a reserve fund for eventual auctions at ICANN in case of contending applications.