2025 GUIDE TO LISTING 1 TORONTO STOCK EXCHANGE TSX VENTURE EXCHANGE 2025 Guide to Listing
AT A GLANCE CANADA’S GLOBAL CAPITAL MARKETS OFFER UNPARALLELED ACCESS TO: Source: The World Federation of Exchanges, TSX/TSXV Market Intelligence Group and exchange websites. As at December 31, 2024. GLOBAL LEADERSHIP Integrity Global investors, companies, and capital market participants have experience with Toronto Stock Exchange (TSX) and TSX Venture Exchange (TSXV) (collectively, the “Exchanges”). We operate a rulesbased marketplace with a history of integrity that provides your company a base to grow and extend its retail and global investor base. Access to Capital In addition to institutional and retail investors, passive investors are a growing part of the marketplace. TSX issuers have access to all of Canada’s leading indices. Each year we extend the products and asset base, tracking our issuers so you can position your company with the industry leaders. The Best Canadian Market Infrastructure TSX and TSXV are the only Canadian exchanges that trade on all Canadian markets and have access to the widest global quote distribution. This gives your company access to the largest pool of investors and the greatest amount of liquidity. Our Exchanges also have the most registered market participants to provide liquidity for your company. LIQUIDITY traded $2.9T GLOBAL OPPORTUNITIES among global peers for new international listings* #3 CAPITAL listed market capitalization in equity capital raised financings $5.0T $21B 1,700+
© 2025 TSX Inc. All rights reserved. Do not copy, distribute, sell or modify this document without TSX Inc.’s prior written consent. This information is provided for information purposes only. Neither TMX Group Limited nor any of its affiliated companies guarantees the completeness or accuracy of the information contained in this publication, and we are not responsible for any errors or omissions in or your use of, or reliance on, the information. This publication is not intended to provide legal, accounting, tax, investment, financial or other advice and should not be relied upon for such advice. Professional advisors should be consulted. The information provided is not an invitation to purchase securities listed on Toronto Stock Exchange and/or TSX Venture Exchange. TMX Group and its affiliated companies do not endorse or recommend any securities referenced in this publication. Capital Pool Company, Centre de marche TMX, CPC, Groupe TMX, TMX, the TMX design, TMX Group, TMX Linx, TMX Market Centre, Toronto Stock Exchange, TSX, TSX30, the TSX30 design, TSX Venture Exchange, TSX Venture 50, TSXV, Venture 50, and the Venture 50 design are the trademarks of TSX Inc. Newsfile is the trademark of Newsfile Corp. and is used under license.
2025 GUIDE TO LISTING 4 TABLE OF CONTENTS REALIZE YOUR VISION 5 GO PUBLIC 7 CANADA’S GLOBAL CAPITAL MARKETS 9 SUPPORTING YOUR GROWTH 11 TSX INFOSUITE 12 PROFILING OUR ISSUERS 13 TMX NEWSFILE 15 MiG 16 TSX TRUST 16 HOW WE ARE INNOVATING/TMX LINX 17 OPPORTUNITIES FOR INTERNATIONAL & U.S. COMPANIES 18 STEPS TO LISTING 19 GRADUATION TO TORONTO STOCK EXCHANGE 24 DIVERSIFIED INDUSTRIES 25 INNOVATION 29 MINING 31 ENERGY 33 LISTING REQUIREMENTS 37 THE LISTING EXPERIENCE 43
2025 GUIDE TO LISTING 5 REALIZE YOUR VISION Access Capital And Future Financing Opportunities Going public can provide your company with financing opportunities to grow your business through expansion of operations, hiring or acquisitions. The issuance of public shares can also expand and diversify your investor base by giving you access to pools of capital in Canada, the U.S. and globally.
2025 GUIDE TO LISTING 6 As a public company, your shares can be used as a currency substitute to acquire target companies, instead of a direct cash offering. Using shares for an acquisition can be attractive to target companies and a tax-efficient vehicle to finance such a transaction. This can also improve your ability to complete mergers and acquisitions in a more timely and cost-effective manner. Increase Visibility public awareness gained through media coverage, publicly filed documents and coverage of your shares by sector investment analysts can heighten the profile and credibility of your company. Ultimately, this can attract attention from a more diversified group of investors. Provide Liquidity For Shareholders Utilize Acquisitions To Accelerate Growth Going public enhances your company’s visibility. Greater Becoming a public company establishes a market for your company’s shares, providing your investors with an efficient and regulated vehicle in which to trade their shares. Greater liquidity in the public market can often lead to better valuation than would be achieved as a private company. Create Employee Incentives Your employees can participate in the ownership of your company and benefit from being shareholders. Stock options and employee share purchase programs are ways of compensating your employees without depleting cash reserves. Share ownership can offer retention and can be used as a recruitment incentive.
2025 GUIDE TO LISTING 7 GO PUBLIC Going public is a major milestone for any company. Our team will work closely with your company’s management and expert advisors to guide you through every stage of the listing process.
2025 GUIDE TO LISTING 8 Does your management team and board have the experience and expertise for both your industry and the public markets? Has your management team and board of directors invested their capital in the company? Do you have a plan for tax optimization and planning at personal, shareholder and company levels? Has your company developed the appropriate financial reporting and internal controls for a public company? Has your company put in place the appropriate corporate governance controls for a public company? Does your company have an attractive growth profile? Does your business model allow your company to accurately forecast revenue? ARE YOU READY TO LIST? 1 2 3 4 5 6 7
2025 GUIDE TO LISTING 9 Toronto Stock Exchange (TSX) and TSX Venture Exchange (TSXV), provide companies with access to equity capital and the benefits of being listed on a leading global exchange with integrity, liquidity and opportunity. GATEWAY TO NORTH AMERICAN CAPITAL Companies listed on TSX and TSXV have access to North American capital markets, one of the world’s largest capital pools. With a wide investor base providing liquidity, our Exchanges also serve as access points to the international pools of capital for companies seeking growth and expansion capital. TOP-RATED BANKING SYSTEM Canada’s banking system has been ranked as one of the soundest in the world for over a decade by the World Economic Forum.* Canada’s banks are also well managed, well regulated and well capitalized. A strong and stable banking system is at the heart of the country’s economic stability. Canada ranks second for countries likely to attract the most FDI in the next three years,** and has an established AAA credit rating from Standard & Poor’s. LEVERAGING CANADA’S ECONOMIC STRENGTH TSX and TSXV’s significance as world-class equities markets is reflected in the broader strength of the Canadian economy. According to the Economist Intelligence Unit, Canada is the second-best country in the G20 for doing business (2025-2029).*** Canada’s economy is broadly diversified with key strengths in manufacturing, financial services and technology. This, coupled with Canada’s political stability and diverse natural resources base, including oil and gas, gold, nickel, copper, zinc, uranium and diamonds, makes Canada a viable destination to raise capital and leverage Canadian financial expertise. listed issuers on TSX and TSXV 3,400+ *World Economic Forum, Global Competitiveness Index. **Kearney, April 2024, via Global Affairs Canada. ***Economist Intelligence Unit, November 2024. CANADA’S GLOBAL CAPITAL MARKETS Equity Financing On TSX & TSXV ($ Billions) 2020 2021 2022 2023 2024 IPOs Private Placements Public Offerings
2025 GUIDE TO LISTING 10 MARKET CAP ($B) $2,534 $603 $516 $785 $535 $0.1 A DIVERSE ISSUER BASE $47 $0.4 ISSUERS 456 DIVERSIFIED INDUSTRIES BREAKDOWN Communications & Media 26 Consumer Products & Services 97 Financial Services 108 Industrial Products & Services 139 Real Estate 86 1,097 MINING BREAKDOWN Battery Metals 103 Copper 315 Precious Metals 493 Uranium 52 Other 134 413 INNOVATION BREAKDOWN Clean Technology 91 Life Sciences 119 Technology 203 184 ENERGY BREAKDOWN Energy Services 39 Oil & Gas 127 Utilities & Pipelines 18 1,051 EXCHANGE TRADED FUNDS 63 CLOSED-END FUNDS 3 SPAC 189 CAPITAL POOL COMPANY® TSX and TSXV are world-class markets that provide access to financing for companies at various stages of growth. OPPORTUNITIES FOR COMPANIES AT EVERY STAGE OF GROWTH FINANCING GROWTH COMPANIES Project/Idea PUBLIC EQUITY PRIVATE CAPITAL CAPITAL REQUIRED STAGES OF COMPANY GROWTH R&D or Prototype Commercial Stage Stable Production Stage Operating History FOUNDERS ANGEL INVESTORS PRIVATE EQUITY TORONTO STOCK EXCHANGE TSX VENTURE EXCHANGE VENTURE CAPITALISTS
2025 GUIDE TO LISTING 11 SUPPORTING YOUR GROWTH SESSIONS EXAMPLES Growth accelerator education program Complimentary one-on-one education and mentorship program, to support company growth and success. How It Works Governance Follow-on Transactions Disclosure Trading Investor Relations Environmental, Social and Governance Select the sessions of interest. 1 Company Services The Company Services team is committed to supporting TSX- and TSXV-listed issuers. As part of the listing process, you will have a designated Advisor to assist you with every stage of your growth. By leveraging a deep understanding of Canadian capital markets, the Company Services team provides solutions, actionable insights and market intelligence that facilitate the funding, profile and success of our listed companies. TSX InfoSuite Graduation from TSXV to TSX Arrange a time and place with your Advisor. 2 Each one-on-one session is designed to take about an hour. 3
2025 GUIDE TO LISTING 12 TSX InfoSuite Corporate Access Learning Academy & ESG 101 TSX InfoSuite™ is a complimentary market data and shareholder solution for listed companies. The solution provides a wide variety of data and tools for investor relations functions, management and board reporting, as well as general market updates. Examples of the data include access to shareholder information, consolidated Canadian marketplace trading, volume-weighted average price calculators, intra-day trading, net house summaries, short positions and more. Our Corporate Access program provides listed companies with opportunities to receive enhanced profiles and to engage with investor audiences. The program also offers market intelligence to supplement your investor access. Access a wide variety of issuer-relevant resources on our education platforms, or choose to receive our bi-weekly newsletter. Content includes market insights, event notifications, podcast releases and product updates. Profile to Investors: Profiling issuers to key pools of investors and providing them with opportunities to raise market awareness. Advisory: Intelligence: Educating issuers on how to effectively approach their investor access efforts. Keeping issuers current on company-specific shareholder and trading data in addition to peer ownership and global capital flow intelligence.
2025 GUIDE TO LISTING 13 PROFILING OUR ISSUERS TSX30™ is a ranking of the top 30 performers on Toronto Stock Exchange over a three-year period. As our flagship program, it offers unique insight into important market trends, and shines a light on compelling companies driving progress across industries and around the world. TSX Venture 50™ is a ranking of the 50 top-performing companies on TSX Venture Exchange over the last year. Companies are ranked based on three equally-weighted criteria of one-year share price appreciation, market capitalization increase, and Canadian consolidated trading value. TSX and TSXV host regular Investor Days throughout North America and Europe, spotlighting public and private companies from across sectors and connecting them with the capital they seek. Companies have an opportunity to get in front of potential investors to pitch their ideas, and investors get an inside look at the latest and greatest businesses. TSX30 VENTURE 50 TSX & TSXV INVESTOR DAYS
2025 GUIDE TO LISTING 14
2025 GUIDE TO LISTING 15 TMX Newsfile As a newly listed company on TSX or TSXV, fulfilling ongoing disclosure obligations is crucial to maintaining compliance and keeping investors informed. TMX Newsfile offers a premier global distribution network that is tailored for TSX- and TSXVlisted companies, to ensure your news, and filings, reach the right stakeholders worldwide. Our essential tools and filing solutions enable efficient public company reporting and enhanced market visibility. • News Release Distribution: Broad, compliant dissemination of material news to investors, analysts, and media worldwide. • SEDAR+ and EDGAR Filing Services: Required filings for Canadian and U.S. markets, ensuring full compliance with financial and disclosure regulations. • XBRL Filing Solutions: Automated tools for structured, accurate financial disclosures. Since 1997, TMX Newsfile has been the largest Canadianowned provider of news dissemination and regulatory filing services. With client-first, high-capacity solutions, our offering enables issuers to confidently meet regulatory milestones, reach key audiences, and sustain a strong market presence.
2025 GUIDE TO LISTING 16 MiG TSX Trust Once you’ve made the decision to list on TSX or TSXV, you will need to select a transfer agent. Transfer agents help issuers strengthen connection with their shareholders and perform necessary governance functions, including: • maintaining shareholder registrars • transferring shares • managing investor mailings • scrutineering shareholder meetings • paying dividends and administering dividend reinvestments • supporting mergers and acquisitions and other corporate actions TSX Trust is the largest Canadianowned transfer agent and provider of comprehensive corporate trust and custodian services. Our experienced team of professionals are experienced in both the technical and legal aspects of complex transactions, supporting you through the IPO process and beyond. TSX Trust provides advice and a full range of ancillary services as your company prospers and evolves, including debt issuance support, employee equity plans, corporate governance services, proxy solicitation, shareholder identification, and more. The Market Intelligence Group (MiG) is part of the Business Development team. This group works closely with capital market advisors and private companies to provide data and insights on listings, financings and trading. MiG Report The MiG Report provides year-to-date data on listings, financings and trading activity across Toronto Stock Exchange and TSX Venture Exchange, broken down by sector and region. TSX ETF Report The TSX ETF Report highlights new providers, new ETFs listed and other ETF industry news. Investor Insights Report The Investor Insights Report presents monthly market data about sector index, share price and trading performance and investor takeaways. For more information, please go to tsx.com/mig. Contact TSX Trust Corporate Sales at tsxtrust.com/contact-us/corporate-sales with questions regarding the selection of a transfer agent. ~2,000 ~300 ~2M #2 clients experienced employees shareholders serviced market share
2025 GUIDE TO LISTING 17 HOW WE ARE INNOVATING Modernizing the issuer experience TMX LINX™ is the centralized portal for Toronto Stock Exchange and TSX Venture Exchange issuers and other stakeholders to interact with the Exchange in an easyto-navigate, secure and efficient manner. It is the single point of access for issuers and their advisors to file submissions and correspond with the Exchange while having full transparency into the progress of their transactions from start to finish. TMX LINX By digitizing the process of managing the filings of public companies, we pursue our goals of: 10,000+ 25% transactions processed Transparency Visibility on timelines enhances communication and planning Speed to Market Ability to get to market for new listings and financings lowers market risk around transactions increase in transactions processing speeds
2025 GUIDE TO LISTING 18 OPPORTUNITIES FOR INTERNATIONAL & U.S. COMPANIES Gateway to North American Institutional Capital With limited options in the international market for mid-market companies seeking growth capital, as well as the increasing costs of regulatory compliance, more and more international companies are using a listing on TSX or TSXV as a platform in order to reach Canadian and U.S. investors who can trade directly in Canada. TSX and TSXV are uniquely positioned in North America and a significant part of the daily flow of trading comes from U.S.-based investors. U.S. COMPANIES LISTED ACROSS ALL SECTORS Ranked #3 12 227 among global peers for new international listings* new international companies listed in 2024 international and U.S. companies are listed on TSX and TSXV INTERNATIONAL LISTINGS BY COUNTRY/REGION *Source: The World Federation of Exchanges, TSX/TSXV Market Intelligence Group and exchange websites. As of December 31, 2024. USA 50% Mining 27% Closed-End Funds/ ETFs/SPACs 4% Real Estate 6% Financial Services 3% Life Sciences 14% Clean Technology & Renewable Energy 7% CPC 4% Consumer Products & Services 5% Industrial Products & Services 6% Oil & Gas 4% Australia/ NZ/PNG 11% Asia 6% Technology 21% UK/Europe 11% Latin America 13% Other 7% Africa 2%
2025 GUIDE TO LISTING 19 WHY LIST ON TSX? • Market for established businesses and management teams with experience in public markets. • Access to international institutional investors. • Globally visible indices utilized by investors. • Corporate governance appropriate for established issuers. • 170-year history. • Respected, leading global exchange. WHY LIST ON TSXV? • Access to capital for early-stage companies and smaller financings (typical financing range: $2 million to $20 million). • Extensive mentorship program for newly public companies. • Streamlined graduation to TSX. • Tailored listing and corporate governance requirements for small-cap companies. • Access to investment banking support for financing and acquisitions as well as research to support the company’s investor base. STEPS TO LISTING
2025 GUIDE TO LISTING 20 STEP 1 DETERMINE THE MARKET FOR YOUR BUSINESS Listing on Toronto Stock Exchange is an option for growth-oriented companies with strong performance track records. TSX is globally recognized as a leading international stock exchange, known for its standards of fairness and innovative approach to trading. TSX provides companies with a dynamic market in which to raise capital, while offering a range of benefits that include enhanced liquidity, specialized indices, visibility and analyst coverage. Listing on TSX Venture Exchange is an option for companies looking to access public venture capital to facilitate their growth. Companies listed on TSXV are provided with the opportunity to gain a solid foothold in the public market, with the potential to work towards graduation to TSX and access to larger pools of capital. TSXV has listing requirements that are tailored to a company’s industry sector, stage of development, financial performance and operational resources. Listing on TSX Listing on TSXV
2025 GUIDE TO LISTING 21 STEP 2 DETERMINE THE METHOD OF LISTING The SPAC program offers an alternative vehicle for listing on TSX. Unlike a traditional IPO, the SPAC program enables seasoned directors and officers to form a corporation that contains no commercial operations or assets other than cash. The SPAC is then listed on TSX via an IPO, raising a minimum of $30 million. 90% of the funds raised are placed in escrow, and must then be used toward the acquisition of an operating company or assets within 36 months of listing, defined as a Qualifying Acquisition. A Flexible Approach Toronto Stock Exchange and TSX Venture Exchange have created a flexible approach to raising public capital. Recognizing that the financial requirements of companies are unique to their size and stage of growth, the process of going public on either of our Exchanges is efficient and cost-effective. Working with your advisors will help determine which listing method is right for your company in current market conditions. Initial Public Offering An IPO requires the completion of an application for listing and the filing of a prospectus with the applicable Canadian securities regulator(s). Reverse Takeover We have a long history of listing companies through reverse takeover transactions. A reverse merger allows a private company to vend into a TSX- or TSXV-listed company or shell. Qualifying Transaction / Qualifying Acquisition CPCs or SPACs are companies listed with cash on their balance sheets. They are designed as a pathway to take companies public in an efficient way. SPAC Special Purpose Acquisition Company (SPAC) Program Direct Listing If your company is currently listed on another exchange or if it meets listings criteria you may qualify for a direct listing on TSX or TSXV. It is an efficient mechanism to access a broader pool of investors and to leverage your listing in another market. STRUCTURES FOR GOING PUBLIC Initial Public Offering (IPO) Reverse Takeover (RTO) Direct Listing Qualifying Transaction/Acquisition (QT/QA) TSX TSXV
2025 GUIDE TO LISTING 22 OUTLINING THE CPC PROCESS CPC CONCURRENT FINANCING TO ARMS LENGTH INVESTORS Founders provide seed capital and create corporate vehicle, then IPO to provide public distribution *The percentages used are for illustration purposes. The terms of each transaction are negotiated between the CPC Founders and the Private Company. A two-step alternative to the traditional IPO The CPC Program is a unique listing vehicle that can make particular sense for smaller companies going public. The program connects experienced investors with private companies by dividing the traditional IPO process in two: the creation of the CPC public vehicle shell and the Qualifying Transaction (QT). Capital Pool Company® (CPC) PROGRAM CPC SUCCESS STORY 5-10% of Resulting issuer* 20+% of the Resulting Issuer* Looking to raise capital and get liquidity for shareholders 60-70% of Resulting Issuer ownership is retained by private company shareholders, maintaining control 85% $9.9B $8.9B Over 2,800 83 of CPCs have completed their QT, with 20 QTs in 2024 raised by former CPCs in the last five years on TSXV raised by former CPCs in the last five years on TSX CPCs listed since program inception* former CPCs currently trade on TSX To learn more about the modernization of the CPC Program please visit tsx.com/cpc As of December 31, 2024. *CPC program was created in 1986. Private company New public company
2025 GUIDE TO LISTING 23 Your team of advisors International companies will need to seek advisors with experience in the Canadian marketplace. In Canada, regulatory and legal obligations are applicable at both the federal and provincial levels. Your Company STEP 3 SELECT YOUR TEAM OF ADVISORS Investment Dealer Investor Relations Professional Transfer Agent Securities Law Firm Auditor Expert Advice As a company looking to go public, you will need to build a team of expert advisors and seek the counsel of an investment dealer, a securities law firm, an auditor, an investor relations professional and a transfer agent. Look for professionals experienced in your industry and size of company, with the ability to offer sound financial market advice that is relevant to you and your business. Make sure you have a thorough knowledge of the policies for the appropriate exchange and the securities law requirements. A quality investor relations program is critical to your company’s ability to access capital and liquidity, enhancing your company’s visibility, reputation and investor communications program. The Business Development team at TSX and TSXV can provide introductions to advisors who can help companies go public.
2025 GUIDE TO LISTING 24 A path to greater opportunity Graduating to TSX is a strategic opportunity for a company to increase its profile, liquidity and access to capital. Benefits GRADUATION TO TORONTO STOCK EXCHANGE Increased Access to Index Products Greater Visibility Access to Institutional Capital Enhanced Liquidity Graduation made easy STREAMLINED PROCESS Your company’s TSXV files can be provided directly to TSX with your consent. REDUCED LISTING FEES The TSX application fee is waived for potential graduates and credit will be given for any TSXV transaction fees paid in the 90 days prior to listing on TSX. WAIVER OF SPONSORSHIP Sponsorship requirements can be waived in most cases. EXCHANGE SUPPORT A pre-file meeting with TSX staff to review process and timing can help to compress the timeline for a graduation. * From January 2000 to December 2024. † The S&P/TSX Composite Index (the “Index”) is the product of S&P Dow Jones Indices LLC or its affiliates (“SPDJI”) and TSX Inc. (“TSX”). Standard & Poor’s® and S&P® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”); Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and TSX® is a registered trademark of TSX. SPDJI, Dow Jones, S&P, their respective affiliates and TSX do not sponsor, endorse, sell or promote any products based on the Index and none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions or interruptions of the Index or any data related thereto. 770+ 22% $290B graduates from TSXV to TSX* of the S&P/TSX Composite Index† constituents are graduates of TSXV in market capitalization of TSXV graduates
2025 GUIDE TO LISTING 25 TSX and TSXV provide access to equity capital that is essential for growth-oriented companies from all around the world. companies with a total market capitalization of $2.5 trillion 456 KEY BENEFITS Access To Capital Between 2020-2024, Diversified Industries companies raised $56 billion of equity capital on TSX and TSXV. Liquidity & Trading Diversified Industries companies in Canada continue to attract domestic and international investors. In 2024, 27 billion shares of Diversified Industries companies traded on our Exchanges. Growth Support TSXV-listed companies have the potential to graduate to TSX as they grow and mature. Tailored Listing Criteria Listing requirements are tailored to companies at varying stages of growth. Global Visibility Diversified Industries companies listed on TSX and TSXV are covered by an average of 5 analysts and it is estimated that 40% of all trading on TSX and TSXV originates outside of Canada. 1 DIVERSIFIED INDUSTRIES 2 3 4 5
2025 GUIDE TO LISTING 26 REAL ESTATE FINANCIAL SERVICES TSXV has proven to be the ideal listing platform for Starlight’s U.S. Residential Fund and U.S. Multi-Family (No. 2) Core Plus Fund as well as previous US Funds, helping to expand our investor audience. As we usher into a new growth period, expanding our U.S. presence in both multi-family and single-family residential, we look forward to delivering on the current Funds’ objectives and creating value for both existing and new unitholders. Our IPO on the TSX marks the transformation of one of Canada’s oldest mutual insurance companies into one built for sustainable growth and profitability. But what is most exciting is the path ahead. As a public company, access to capital markets is going to help us accelerate much of the work that we have been doing to reach our goal of being a top five P&C insurer in Canada. Daniel Drimmer Chief Executive Officer and President, Starlight Investments (TSXV:SURF.A | SCPT.A) Rowan Saunders President & CEO, Definity Financial Corporation (TSX:DFY) EQUITY CAPITAL RAISED (2020-2024) MARKET CAPITALIZATION ($ Billions) $22B EQUITY CAPITAL RAISED (2020-2024) MARKET CAPITALIZATION ($ Billions) SNAPSHOT TSX TSXV TOTAL LISTED COMPANIES 60 26 86 TOTAL MARKET CAP ($M) 97,139 679 97,819 EQUITY CAPITAL RAISED ($M) 1,016 - 1,016 AVERAGE FINANCING ($M) 203 - 203 SHARES TRADED (M) 2,172 81 2,252 NEW LISTINGS - - - SNAPSHOT TSX TSXV TOTAL LISTED COMPANIES 67 41 108 TOTAL MARKET CAP ($B) 1,300 14 1,314 EQUITY CAPITAL RAISED ($M) 2,506 36 2,542 AVERAGE FINANCING ($M) 209 2.8 102 SHARES TRADED (M) 12,329 373 12,702 NEW LISTINGS - - - As of December 31, 2024. $11B 2020 2020 $101 $856 2021 2021 $128 $1,127 2022 2022 $96 $909 2023 2024 2023 2024 $94 $98 $1,058 $1,314
2025 GUIDE TO LISTING 27 CONSUMER PRODUCTS & SERVICES COMMUNICATIONS & MEDIA Susan Senecal President and CEO, A&W Food Services of Canada Inc. (TSX:AW) $6.2B EQUITY CAPITAL RAISED (2020-2024) MARKET CAPITALIZATION ($ Billions) $3.4B EQUITY CAPITAL RAISED (2020-2024) MARKET CAPITALIZATION ($ Billions) SNAPSHOT TSX TSXV TOTAL LISTED COMPANIES 59 38 97 TOTAL MARKET CAP ($M) 342,368 1,082 343,449 EQUITY CAPITAL RAISED ($M) 470 21 492 AVERAGE FINANCING ($M) 59 1.8 25 SHARES TRADED (M) 3,259 413 3,672 NEW LISTINGS 2 1 3 SNAPSHOT TSX TSXV TOTAL LISTED COMPANIES 19 7 26 TOTAL MARKET CAP ($M) 203,779 124 203,903 EQUITY CAPITAL RAISED ($M) 0.7 1.8 2.5 AVERAGE FINANCING ($M) 0.7 1.8 1.2 SHARES TRADED (M) 2,826 78 2,904 NEW LISTINGS - - - As of December 31, 2024. This is a very proud and exciting moment for me and for everyone involved at A&W. A&W has been a Canadian success story since 1956 and this is the right time to be live on the TSX. With our growth strategy, our commitment to innovation and our excellent Franchisees we are looking forward to even more success together and spreading the joy of Teen Burgers, Root Beer and Onion Rings to even more Canadians. 2020 2020 $247 $196 2021 2021 $293 $245 2022 2022 $291 $234 2023 2024 2023 2024 $306 $343 $219 $204
2025 GUIDE TO LISTING 28 Iris Jancik CEO, International Battery Metals (TSXV:IBAT) $13B EQUITY CAPITAL RAISED (2020-2024) MARKET CAPITALIZATION ($ Billions) SNAPSHOT TSX TSXV TOTAL LISTED COMPANIES 109 30 139 TOTAL MARKET CAP ($M) 573,680 1,172 574,852 EQUITY CAPITAL RAISED ($M) 1,558 35 1,592 AVERAGE FINANCING ($M) 173 7 114 SHARES TRADED (M) 5,038 349 5,387 NEW LISTINGS 1 2 3 INDUSTRIAL PRODUCTS & SERVICES Our listing on the TSXV marks the latest milestone for IBAT and underscores the value of our sustainable, low-cost, quick-to-build, elegantly designed DLE technology. The exchange’s motto is ‘where ideas and innovation meet capital,’ which perfectly encapsulates why we moved our listing to TSXV. This established exchange enables us to embark on the next level for IBAT, as we explore new commercial partnerships, usher in new governance, and engage with a broader array of industry stakeholders. Our listing on this exchange reflects the evolution of IBAT as a technology company to a commercial operator, and with its significant focus on the mining and metals sector, raises our profile with a broader investor audience. As of December 31, 2024. 2020 $417 2021 $524 2022 $497 2023 2024 $547 $575
2025 GUIDE TO LISTING 29 Toronto Stock Exchange and TSX Venture Exchange provide companies with dynamic markets to access North American and global capital. INNOVATION KEY BENEFITS Access To Capital $43B equity capital raised by Innovation companies from 2020-2024. Tailored Listing Criteria Listing requirements are tailored to companies at varying stages of growth. Global Visibility Over 300 different analysts cover TSX/TSXV Innovation companies. Growth Support TSXV-listed companies have the potential to graduate to TSX as they grow and mature. INTERNATIONAL COMPANIES BY REGION 46 NEW INTERNATIONAL INNOVATION COMPANIES 2020-2024 As at December 31, 2024. 1 2 3 4 42 20 TSXV innovation companies graduated from TSXV to TSX from 2020-2024. IPOs and new listings in 2024 USA 68% Israel 15% Latin America 1% Asia 1% Australia/NZ/PNG 3% UK/Europe 11%
2025 GUIDE TO LISTING 30 CLEAN TECHNOLOGY & RENEWABLE ENERGY TECHNOLOGY LIFE SCIENCES $42B $27B $447B 91 119 203 $10B $9B $24B market capitalization market capitalization market capitalization Today, D2L is stepping into its next phase of growth as a public company and extending its global leadership in learning. We are excited for D2L to trade on the Toronto Stock Exchange and exemplify the inspiration and maturity of world-class Canadian technology companies. This graduation to the main board in Canada, one of the most prominent exchanges in North America, is expected to provide our company with greater visibility to investors and institutional firms in Canada, Europe, and Asia, who have specific interests in environmental technologies that promote a more sustainable infrastructure. listed companies listed companies listed companies equity capital raised from 2020-2024 equity capital raised from 2020-2024 equity capital raised from 2020-2024 John Baker CEO and Board Chair, D2L Inc. (TSX:DTOL) Richard MacPherson CEO, Birchtech Corp. (TSX:BCHT)
2025 GUIDE TO LISTING 31 of the 5,200+ mineral exploration projects operated by TSX and TSXV companies are outside of Canada. 48% MINING TSX and TSXV are home to more Mining companies than any other market in the world, and have a diversified roster of public Mining companies by commodity and stage of development. These companies benefit by having greater access to capital, visibility of transactions, analyst coverage, specialized indices and tailored listing requirements for all sizes of companies. KEY BENEFITS Access To Capital TSX/TSXV Mining companies have raised $43 billion in the past five years through over 6,600 financings. This represents 47% of the number of public mining financings completed and 32% of the mining equity capital raised globally. 1 Liquidity & Trading More than 43 billion Mining company shares were traded on our Exchanges in 2024. 2 Global Visibility More than 250 global analysts cover TSX- and TSXV-listed Mining companies and approximately 40% of all trading originates outside of Canada. 3 Growth Support TSXV-listed companies have the potential to graduate to TSX as they grow and mature. From 2000 to 2024, more than 300 mining companies graduated from TSXV to TSX. 4 Tailored Listing Criteria Listing requirements are tailored to companies at varying levels and accommodate a range of companies from exploration stage to production. 5 Value-added Services Supporting Growth Relevant mining business experience and in-house geologists. 6
2025 GUIDE TO LISTING 32 Canada 52% U.S. 14% South America 12% Mexico 6% Central America & Caribbean 1% Other 0.2% UK/Europe 4% Asia 2% Middle East 0.5% Australia/NZ/PNG 3% Africa 6% of all global mining financings in the past five years were completed by companies listed on TSX and TSXV of all global mining equity capital in the past five years was raised by companies listed on TSX and TSXV of the world’s public mining companies are listed on TSX and TSXV 47% 32% ~40% Mining Equity Financings Over the Past 5 Years ($ Billions) Source: TSX and TSXV Market Intelligence Group and S&P Global Market Intelligence. As of December 31, 2024. TSX/TSXV Mining Companies - Global Reach Companies with mining assets located around the world Note: A single company may have projects in multiple countries. Source: S&P Global Market Intelligence, December 2024. LSE/AIM $5.9 HKEx $4.3 NYSE/NYSE American $11.4 ASX $42.4 TSX/ TSXV $43.2
2025 GUIDE TO LISTING 33 TSX and TSXV are global leaders in the Energy sector, comprising Oil & Gas, Energy Services and Utilities & Pipelines companies. Access To Capital • From 2020 to 2024, $16 billion was raised by Energy companies listed on TSX and TSXV. • Some of the world’s largest asset managers and financial institutions, including Canadian institutional investors managing a cumulative $6 trillion of assets, invest and trade in TSX- and TSXV- listed Energy companies. • 58 equity financings were completed by Energy companies in 2024. Liquidity & Trading • In 2024, 26 billion Energy company shares were traded for a total dollar value of $773 billion. • Approximately 40% of TSX’s daily trading originates from investors outside of Canada. A significant partof that daily flow of trading comes from U.S. based investors. Tailored Listing Criteria Listing requirements are tailored to a company’s industry sector, stage of development, financial performance and operational resources. Our listing requirements better accommodate junior companies, including exploration stage Oil & Gas companies. 1 2 3 KEY BENEFITS ENERGY
2025 GUIDE TO LISTING 34 Global Visibility • Listing on TSX and TSXV provides the opportunity to attract the attention of Energy sector research analysts. • An average of 5 analysts cover TSX and TSXV Oil & Gas and Energy Services companies and an average of 11 analysts cover Utilities & Pipeline companies. Growth Support TSXV-listed companies have the opportunity to graduate to TSX as they grow and mature. From 2000 to 2024, over 150 Oil & Gas companies graduated from TSXV to TSX. Experienced Exchange Staff Relevant Oil & Gas business experience, including in-house geologists. 4 5 6 TSX and TSXV Oil & Gas Issuers with Global Operations Number of companies with Oil & Gas assets located around the world Note: A single company may have operations or assets in multiple countries. Source: TSX and TSXV Market Intelligence Group. As at December 31, 2024. Canada TSX: 44 Companies TSXV: 36 Companies U.S. TSX: 4 Companies TSXV: 11 Companies Latin America TSX: 6 Companies TSXV: 12 Companies Other TSX: 1 Company UK/Europe TSX: 6 Companies TSXV: 6 Companies Asia TSX: 3 Companies TSXV: 4 Companies Australia/NZ/PNG TSX: 2 Companies TSXV: 3 Companies Africa TSX: 2 Companies TSXV: 10 Companies Middle East TSX: 1 Company TSXV: 1 Company
2025 GUIDE TO LISTING 35 In 2024, Fiddlehead Resources completed a transformational acquisition which included producing assets and land in Canada’s prolific Cardium fairway. This acquisition was financed in conjunction with a $10 Million private placement and subsequent public listing. Fiddlehead is poised for growth and the TSXV provides considerable opportunity to expand our investor base and access capital markets. Listing on the TSXV provides Fiddlehead with an ideal channel to accomplish our strategic vision. Brent Osmond President & CEO, Fiddlehead Resources Corp. (TSXV:FHR) in the world for number of Oil & Gas issuers of the world’s public Oil & Gas companies are listed on TSX and TSXV #1 18% of all global Oil & Gas equity was raised on TSX and TSXV in 2024 10% OIL & GAS 127 issuers $381B total market capitalization in 2024 $5.6B equity capital raised from 2020-2024 299 financings from 2020-2024
2025 GUIDE TO LISTING 36 $26B total market capitalization in 2024 $378B total market capitalization in 2024 39 issuers 18 issuers 37 financings from 2020-2024 13 financings from 2020-2024 $948M equity capital raised from 2020-2024 $9.8B equity capital raised from 2020-2024 UTILITIES & PIPELINES ENERGY SERVICES South Bow’s spinoff into a standalone, publicly traded entity enables greater access to capital to support our growth strategy of maximizing the value of our assets and serving the needs of our customers. As the leading Canadian exchange, TSX was South Bow’s natural partner of choice to access one of the largest pools of investors and provide the liquidity we needed in the beginning stages of trading. Bevin Wirzba President and CEO, South Bow Corporation (TSX:SOBO)
2025 GUIDE TO LISTING 37 LISTING REQUIREMENTS FOR INDUSTRIAL, TECHNOLOGY AND RESEARCH & DEVELOPMENT COMPANIES TSX TSX NON-EXEMPT TECHNOLOGY ISSUERS1, 7 TSX NON-EXEMPT RESEARCH AND DEVELOPMENT (R&D) ISSUERS7 TSX NON-EXEMPT FORECASTING PROFITABILITY7 TSX NON-EXEMPT PROFITABLE ISSUERS7 TSX EXEMPT INDUSTRIAL COMPANIES8 EARNINGS OR REVENUE Evidence of earnings from on-going operations for the current or next fiscal year of at least $200,0002 before tax and extraordinary items. Earnings from on-going operations of at least $200,000 before tax and extraordinary items in the last fiscal year. Earnings from on-going operations of at least $300,000 before tax and extraordinary items in the last fiscal year. CASH FLOW Evidence of pre-tax cash flow from the current or next fiscal year of at least $500,000.2 Pre-tax cash flow of $500,000 in the last fiscal year. Pre-tax cash flow of $700,000 in the last fiscal year, and an average pre-tax cash flow of $500,000 for the past two fiscal years. NET TANGIBLE ASSETS $7,500,0003 $2,000,0003, 4 $7,500,0003 ADEQUATE WORKING CAPITAL AND CAPITAL STRUCTURE Funds to cover all planned development expenditures, capital expenditures, and G&A5 expenses for one year.6 Funds to cover all planned R&D expenditures, capital expenditures and G&A5 expenses for two years.6 Working capital to carry on the business, and an appropriate capital structure. CASH IN TREASURY Minimum $10,000,000 in the treasury, the majority of which has been raised by the issuance of securities qualified for distribution by a prospectus. Minimum $12,000,000 in the treasury, the majority of which has been raised by the issuance of securities qualified for distribution by a prospectus. PRODUCTS AND SERVICES Evidence (satisfactory to TSX) that products or services at an advanced stage of development or commercialization and that management has the expertise and resources to develop the business.9 Minimum two year operating history that includes R&D activities. Evidence (satisfactory to TSX) of technical expertise and resources to advance its research and development programme(s).10 MANAGEMENT AND BOARD OF DIRECTORS Management, including the board of directors, should have adequate experience and technical expertise relevant to the company’s business and industry as well as adequate public company experience. Companies are required to have at least two independent directors, a Chief Executive Officer (CEO), a Chief Financial Officer who is not also the CEO, and a Corporate Secretary. PUBLIC DISTRIBUTION AND MARKET CAPITALIZATION Minimum 1,000,000 free trading public shares. Minimum $10,000,000 held by public shareholders. 300 public shareholders each holding a board lot. Minimum $50,000,000 market capitalization. Minimum 1,000,000 free trading public shares. Minimum $4,000,000 held by public shareholders. 300 public shareholders each holding a board lot or more. SPONSORSHIP Required (may be waived for IPOs or TSXV Graduates). Not required. The foregoing is a summary of the applicable listing requirements only. For detailed listing requirements, refer to the TSX Company Manual and the TSX Venture Exchange Corporate Finance Manual which are available at www.tsx.com LISTING REQUIREMENTS
2025 GUIDE TO LISTING 38 TSXV TSXV TIER 1 INDUSTRIAL TECHNOLOGY LIFE SCIENCES TSXV TIER 2 INDUSTRIAL TECHNOLOGY LIFE SCIENCES TSXV TIER 1 REAL ESTATE OR INVESTMENT TSXV TIER 2 REAL ESTATE OR INVESTMENT NET TANGIBLE ASSETS, REVENUE OR ARM’S LENGTH FINANCING (AS APPLICABLE) $5,000,000 net tangible assets or $5,000,000 revenue. If no revenue, two-year management plan demonstrating reasonable likelihood of revenue within 24 months. $750,000 net tangible assets or $500,000 in revenue or $2,000,000 Arm’s Length Financing. If no revenue, two-year management plan demonstrating reasonable likelihood of revenue within 24 months. Real Estate: $5,000,000 net tangible assets. Investment: $10,000,000 net tangible assets. $2,000,000 net tangible assets or $3,000,000 Arm’s Length Financing. ADEQUATE WORKING CAPITAL AND CAPITAL STRUCTURE Adequate working capital and financial resources to carry out stated work program or execute business plan for 18 months following listing; $200,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 12 months following listing; $100,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 18 months following listing; $200,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 12 months following listing; $100,000 unallocated funds. PROPERTY Issuer has significant interest in business or primary asset used to carry on business. Real Estate: Issuer has significant interest11 in real property. Investment: No requirement. PRIOR EXPENDITURES AND WORK PROGRAM History of operations or validation of business. Real Estate: No requirement. Investment: Disclosed investment policy. Real Estate: No requirement. Investment: (i) disclosed investment policy and (ii) 50% of available funds must be allocated to at least two specific investments. MANAGEMENT AND BOARD OF DIRECTORS Management, including board of directors, should have adequate experience and technical expertise relevant to the company’s business and industry as well as adequate public company experience in Canada or similar jurisdiction. Companies are required to have at least two independent directors, a Chief Executive Officer (CEO), a Chief Financial Officer who is not also the CEO, and a Corporate Secretary. DISTRIBUTION, MARKET CAPITALIZATION AND PUBLIC FLOAT Public float of 1,000,000 shares; 250 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 500,000 shares; 200 Public Shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 1,000,000 shares; 250 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 500,000 shares; 200 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. SPONSORSHIP Sponsorship report may be required. The listing requirements above must be met at the time of listing. Any funds raised or transactions closing concurrent with listing contribute to the company meeting the listing requirements. 1. Generally includes companies engaged in hardware, software, telecommunications, data communications, information technology and new technologies that are not currently profitable or able to forecast profitability. 2. Applicants should file a complete set of forecast financial statements covering the current and/or next fiscal year (on a quarterly basis). Forecasts must be accompanied by an independent auditor’s opinion that the forecast complies with the CICA Auditing Standards for future-oriented financial information. Applicants should have at least six months of operating history. 3. Under certain circumstances, deferred development charges or other intangible assets can be included in net tangible asset calculations. 4. Companies with less than $2 million in net tangible assets may qualify for listing if the earnings and cash flow requirements for senior companies are met. 5. “G&A” means general and administration expenses. 6. A quarterly projection of sources and uses of funds, for the relevant period, including related assumptions signed by the CFO must be submitted. Projection should exclude uncommitted payments from third parties or other contingent cash receipts. 7. Exceptional circumstances may justify granting of a listing, notwithstanding minimum requirements – generally an affiliation with established business and/or exceptionally strong financial position is required. 8. as well as for granting Exempt status. Special purpose issuers are generally considered on an exceptional basis. 9. “Advanced stage of development or commercialization,” will generally be restricted to historical revenues from the issuer’s current business or contracts for future sales. Other factors may also be considered. 10. Other relevant factors may also be considered. 11. “significant interest” means at least 50% interest.
2025 GUIDE TO LISTING 39 LISTING REQUIREMENTS FOR MINING COMPANIES TSX TSX NON-EXEMPT EXPLORATION AND DEVELOPMENT STAGE TSX NON-EXEMPT PRODUCER TSX EXEMPT PROPERTY REQUIREMENTS Advanced Property detailed in a technical report prepared by an independent qualified person. Minimum 50% ownership of property.3 At least three years proven and probable reserves as calculated by an independent qualified person (if not in production, a production decision made). At least three years proven and probable reserves as estimated by an independent qualified person. RECOMMENDED WORK PROGRAM $750,000 on advanced exploration property2 as recommended in a technical report6 prepared by an independent qualified person. Bringing the mine into commercial production. Commercial level mining operations. WORKING CAPITAL AND FINANCIAL RESOURCES Minimum $2,000,000 working capital and appropriate capital structure. Sufficient funds to complete planned programme meeting G&A1 costs, property payments and capital expenditures for 18 months. Sufficient funds to bring the mine into commercial production; plus adequate working capital for all budgeted capital expenditures and to carry on the business. Appropriate capital structure. Adequate working capital to carry on the business. Appropriate capital structure. NET TANGIBLE ASSETS, EARNINGS OR REVENUE $3,000,000 net tangible assets. $4,000,000 net tangible assets; evidence indicating a reasonable likelihood of future profitability supported by a feasibility study or documented historical production and financial performance. $7,500,000 net tangible assets; pre-tax profitability from ongoing operations in last fiscal year; pre-tax cash flow of $700,000 in last fiscal year and average pre-tax cash flow of $500,000 for past two fiscal years. OTHER CRITERIA Management-prepared 18 month projection (by quarter) of sources and uses of funds detailing all expenditures and signed by CFO. Up-to-date, comprehensive technical report6 prepared by independent qualified person. MANAGEMENT AND BOARD OF DIRECTORS Management, including board of directors, should have adequate experience and technical expertise relevant to the company’s mining projects as well as adequate public company experience. Companies are required to have at least two independent directors, a Chief Executive Officer (CEO), a Chief Financial Officer who is not also the CEO, and a Corporate Secretary. DISTRIBUTION, MARKET CAPITALIZATION AND PUBLIC FLOAT Minimum 1,000,000 freely tradeable shares with market value of $4,000,000 held by at least 300 public holders, each with one board lot or more. SPONSORSHIP Required (may be waived for IPOs or TSXV graduates). Not required. The foregoing is a summary of the applicable listing requirements only. For detailed listing requirements, refer to the TSX Company Manual and the TSX Venture Exchange Corporate Finance Manual which are available at tsx.com.
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