45 Cost of Listing Exactly how much it will cost for your company to go public is hard to determine. Each company and each listing is unique. Costs depend on how many shares are being listed, how complex the offering is and whether supporting documents – such as financial statements, contracts and agreements, and expert reports – are available and up-to-date. The listing fees for TSX and TSXV are set, although they are subject to change. The current fee schedule is available at www.tsx.com/listings/listing-with-us/listing-guides/listing-costs. Listed companies are notified in advance of any fee schedule changes. Other costs are usually significant, and most are not recoverable. For example, fees paid to professional advisors are generally not reimbursed if the going public process is unsuccessful. However, certain costs, such as the broker/investment dealer’s commission, are only incurred once the funding has been secured. Exchange listing fees The fees to list on TSX run from $10,000 to $200,000. Fees for listing on TSXV run from $10,000 to $70,000. Generally speaking, the fees are calculated based on your “Listing Capitalization” (the value of the securities listed). The basic fees include: Original listing fee — A one-time fee payable for listing on your chosen Exchange, based on your Listing Capitalization, and calculated separately for each class of listed securities. Annual sustaining fees — The fee paid annually (by calendar year) by all listed companies to maintain their listing on TSX or TSXV. The sustaining fee is based on the Market Capitalization (the value of securities for each class of listed securities) as at the last trading day of the previous year, and is charged at the end of every January. For newly listed companies, the sustaining fee is payable at the beginning of the month following their listing, and is prorated based on the time remaining in the calendar year. Additional listing fees — After an original listing, if your company lists additional securities, there is a fee payable based on the listing capitalization. Various transactions, such as acquisitions, public offerings and private placements, require additional filing fees. As with listing fees, these fees are typically based on either the listed capitalization or the value of the financing. Complete listing fee schedules can be found on www.tsx.com/listings/listing-with-us/listing-guides/listing-costs. Form-related fees No additional PIF filing fee is charged for PIFs filed in connection with an application to list. Both TSX and TSXV may, however, require your company to reimburse the Exchange for costs associated with background checks on foreign residents. Broker fees The investment dealer or broker distributing your company’s shares will charge a sales commission of about 4-10% of the value of the securities sold. These sales commissions are paid out of the offering proceeds, so they only represent costs to your company if the financing undertaken on your company’s behalf is successful. In addition, the investment dealer structuring and leading your company’s financing may charge a corporate finance fee. However, your broker is often your sponsor, and so this corporate finance fee is usually combined with the sponsorship fees discussed below.
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