2021 Guide to Listing
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4 Realizing Your Vision ACCESS TO 5 Going Public 6 Canada's Global CAPITAL Capital Markets 7 Opportunities For Companies $43B At Every Stage Of Growth 8 Opportunities For in equity capital International And U.S. raised #3 Companies among global peers for new international 9 Steps To Listing * listings 13 Graduation To Toronto 2,000+ Stock Exchange financings 14 Supporting Your Growth 16 DIVERSIFIED INDUSTRIES ACCESS TO SECTORS 18 INNOVATION LIQUIDITY 20 MINING 22 ENERGY 167B shares traded 24 Listing Requirements 30 Market Intelligence Group (MiG) Access 30 TSX Trust to Global Investors 31 The Listing Experience 32 Directory Of Contacts * Source: The World Federation of Exchanges, TSX/TSXV Market Intelligence Group and exchange websites. As at December 31, 2020. 4 REALIZING YOUR VISION ACCESS TO CAPITAL AND FUTURE FINANCING OPPORTUNITIES Going public can provide your company with financing opportunities to grow your business via 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. FACILITATE GROWTH 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 a tax-efficient and cost-effective 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 REALIZING AND PRESTIGE Going public enhances your company’s visibility. Greater public awareness gained through media coverage, publicly filed documents and coverage of your shares by sector investment analysts can provide your company with a higher profile and greater credibility. Ultimately, this can result in a more diversified group of investors following your company, which may increase demand for your company’s shares and potentially increase your company’s value. PROVIDE LIQUIDITY FOR SHAREHOLDERS 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 REALIZING lead to better valuation than would be achieved as a private company. CREATE EMPLOYEE INCENTIVE YOUR MECHANISMS Your employees can participate in the ownership of your company and benefit from being shareholders. Stock options and employee share purchase programs are VISION good mechanisms for compensating your employees without depleting cash reserves. This can serve to ensure stronger employee commitment to your company’s performance and success. Share ownership can have an immediate and tangible value to employees, and can be used as a recruitment incentive. REALIZING GOING PUBLIC 5 ARE YOU READY TO LIST? To start, ask yourself the following questions to determine GOING whether you are ready to list. EXPERIENCE AND EXPERTISE Does your management team and board have the experience and 1 expertise for both your industry PUBLIC and the public markets? Going public is a major milestone for any company and is a decision requiring TAX OPTIMIZATION careful consideration and expert advice. Do you have a plan for tax optimization Our team will work closely with your and planning at personal, shareholder and company level? company’s management and expert 2 advisors to guide you through every stage of the listing process. CORPORATE GOVERNANCE CONTROLS Has your company put in place the appropriate corporate governance Preparation is critical for a company to be successful controls for a public company? in accessing the public markets and then positioning the 3 company to build an investor base as a public company. The best advice is to be ready to go public, so when CAPITAL INVESTMENT the market opportunity is open your company is ready to execute. Has your management team and board of directors invested their 4 capital in the company? REPORTING AND CONTROLS Has your company developed the appropriate financial reporting and 5 internal controls for a public company? ATTRACTIVENESS Does your company have an 6 attractive growth profile? FORECAST Does your business model allow your company to accurately 7 forecast revenue? 6 GOING PUBLIC LEVERAGING CANADA’S CANADA'S ECONOMIC STRENGTH TSX and TSXV’s significance as world-class equities GLOBAL CAPITAL markets is reflected in the broader strength of the Canadian economy. According to the Economist MARKETS Intelligence Unit, Canada is the best country in the G20 for doing business (2021-2025).*** Canada’s economy is broadly diversified with key Toronto Stock Exchange (TSX) strengths in manufacturing, financial services and technology. This, coupled with Canada’s diverse and TSX Venture Exchange natural resources base including oil and gas, coal, (TSXV) ("the Exchange") provide nickel, copper, zinc, uranium and diamonds makes Canada a viable destination to raise capital and companies with access to equity leverage Canadian financial expertise. capital and the benefits of being listed on a leading global exchange with integrity, liquidity and opportunity. 3,200+ total number of GATEWAY TO NORTH listed issuers on TSX and TSXV AMERICAN CAPITAL Companies listed on TSX and TSXV have access to North American capital markets, one of the Equity Financing On TSX & TSXV world’s largest capital pools. With a wide investor ($ Billions) base providing liquidity, our Exchanges serve as access points to the Canadian and U.S. markets for $62 companies seeking growth and expansion capital. $55 $41 $43 TOP-RATED BANKING SYSTEM $39 Canada’s banking system has been ranked as one of the soundest in the world for 12 years in a row by the World Economic Forum*. Canada’s banks are also well managed, well regulated and well capitalized. A strong and stable banking system is at the heart of the country’s economic stability. Canada ranks second in the G20 for foreign direct 2016 2017 2018 2019 2020 investment to GDP ratio**, and has an established AAA credit rating from Standard and Poor’s. IPOs Private Placements Public Offerings A Diverse Issuer Base MARKET CAP ($B) $1,818 $521 $469 $412 $250 $25 $0.6 $0.1 ISSUERS 517 1,146 451 217 794 129 Diversified Industries Mining Innovation Energy Exchange Traded Funds Capital Pool Company BREAKDOWN BREAKDOWN BREAKDOWN 32 Communications & Media 80 Clean 49 Energy Technology Services 108 Consumer Products & Services 2 151 Life Sciences 148 Oil & Gas SPAC 129 Financial Services 220 Technology 20 Utilities & 162 Industrial Products & Services Pipelines 82 86 Real Estate Closed-End Funds * World Economic Forum, Global Competitiveness Index 2019-2020. ** United Nations Conference on Trade and Development, 2020. ***Economist Intelligence Unit, November 2020. GOING PUBLIC 7 OPPORTUNITIES FOR COMPANIES AT EVERY STAGE OF GROWTH TSX and TSXV are world-class markets that provide access to financing for companies at various stages of growth. Financing Growth Companies PUBLIC EQUITY TORONTO STOCK EXCHANGE CAPITAL REQUIRED CAPITAL TSX VENTURE EXCHANGE PRIVATE CAPITAL FOUNDERS ANGEL INVESTORS VENTURE CAPITALISTS PRIVATE EQUITY Stable Project/Idea R&D or Prototype Commercial Stage Production Stage Operating History STAGES OF COMPANY GROWTH 2020 MARKETS AT A GLANCE TSX TSXV TSX & TSXV Listed Issuers 1,640 1,649 3,289 Quoted Market Value ($ Billions) 3,399 78 3,477 Median Quoted Market Value ($ Millions) 148 11 35 Average Quoted Market Value ($ Millions) 2,072 47 1,057 Total Equity Capital Raised ($ Billions) 36 6.6 43 Average Equity Capital Raised ($ Millions) 68 3.5 18 Going Public Activity* 171 129 300 Graduates from TSXV 20 - 20 * Includes Initial Public Offerings, Capital Pool Company IPOs, Reverse Takeovers, Qualifying Transactions, Qualifying Acquisitions and others. As at December 31, 2020. 8 GOING PUBLIC U.S. Companies Listed Across All Sectors GATEWAY TO NORTH AMERICAN Mining Communication CPC Closed-End Funds/ 28% & Media 1% ETFs/SPAC INSTITUTIONAL CAPITAL 1% 3% Consumer Products With limited options in the international market Technology & Services for mid-market companies seeking growth capital, 17% 4% as well as the increasing costs of regulatory Financial Services compliance, more and more international 4% companies are using a listing on TSX or TSXV as Life Sciences a platform in order to reach Canadian and U.S. 16% Industrial Products & Services investors who can trade directly in Canada. TSX 6% and TSXV are uniquely positioned in North America Clean Technology Real Estate and a significant part of the daily flow of trading 8% 6% Oil & Gas 6% comes from U.S.-based investors. OPPORTUNITIES FOR INTERNATIONAL AND U.S. COMPANIES International Listings By Country/Region U.S. Israel 50% 5% RANKED #3 Other among global peers for 7% new international listings* Latin America 7% Australia /NZ/PNG 8% UK/Europe Asia 13% 11% 228 20 international new and U.S. international companies companies are listed listed in on TSX and 2020 TSXV * Source: The World Federation of Exchanges, TSX/TSXV Market Intelligence Group and exchange websites. As at December 31, 2020. GOING PUBLIC 9 STEP DETERMINE1 THE MARKET FOR YOUR BUSINESS OPPORTUNITIES FOR STEPS LISTING ON TSX WHY LIST ON TSX? Market for established businesses and management teams with experience INTERNATIONAL AND Listing on Toronto Stock Exchange in public markets. is the right choice for growth- oriented companies with strong Access to international institutional investors. U.S. COMPANIES performance track records. Globally visible indices utilized by investors. TSX is globally recognized as a leading international Corporate governance appropriate for stock exchange, known for its standards of fairness and established issuers. innovative approach to trading. TSX provides companies with a dynamic market in which to raise capital, while 160+ year history. offering a range of benefits that include enhanced liquidity, specialized indices, visibility and analyst coverage. Respected, leading global exchange. LISTING TO LISTING ON TSXV WHY LIST ON TSXV? Access to capital for early-stage companies and smaller financings (typical financing Listing on TSX Venture Exchange range: $2 million to $20 million).