TSX Venture Exchange – TSXV
The TSX Venture Exchange (“TSXV”) was originally called the Canadian Venture Exchange (“CDNX”) until the TSX Group acquitted it in 2001. Originally created in 1999 the CDNX created through the combination of the Vancouver Stock Exchange (“VSE”), Alberta Stock Exchange (“ASE”) as well as the Winnipeg Stock Exchange (“WSE”) and the companies of the Bourse de Montreal (“MSE”) that were deemed to be small-cap stocks. The TSX Venture Exchange is a venture issuer exchange that has Tier I and Tier 2 listings as well as the Capital Pool Company (“CPC”) Program.
TSX Venture Exchange Listings
As of September 2020, the TSX Venture Exchange has 1,654 listings.
Below is a sector breakdown of the listings:
Clean Technology & Renewable Energy
Communications & Media
Consumer Products & Services
CPC/SPAC
Financial Services
Industrial Products & Services
Life Sciences
Mining
Oil & Gas
Real Estate
Technology
Utilities & Pipelines
Total
Listed Issuers
# of listings
% of Listings
Total Market Cap
($ millions)
%
Geographically Speaking 134 (8%) listings are international companies with the most listings based in British Columbia at 846 (51%), followed by Ontario at 362 (22%), Alberta with 169 (10%) and Quebec at 100 (6%). The remaining listings are from the Prairies with 19 (1%) and Atlantic Canada with 24 (1%).
TSX Venture Exchange Listing Standards
TSX Venture Exchange listing requirements are broken down into three sectors:
1. Industrial, Technology and Research & Development Companies
TSXV Tier 1
Industrial Technology
Life sciences
Net Tangible Assets, Revenue or Arm’s Length Financing (as applicable)
If no revenue, two-year management plan demonstrating reasonable likelihood of revenue within 24 months.
Adequate Working Capital and Capital Structure
Property
Prior Expenditures and Work Program
Management and Board of Directors
Distribution, Market Capitalization and Public Float
Sponsorship
TSXV Tier 2
Industrial Technology
Life Sciences
Net Tangible Assets, Revenue or Arm’s Length Financing (as applicable)
If no revenue, two-yearmanagement plan demonstrating reasonable likelihood of revenue within 24 months.
Adequate Working Capital and Capital Structure
Property
Prior Expenditures and Work Program
Management and Board of Directors
Distribution, Market Capitalization and Public Float
Sponsorship
TSXV Tier 1
Real Estate or Investment
Net Tangible Assets, Revenue or Arm’s Length Financing (as applicable)
Investment: $10,000,000 net tangible assets.
Adequate Working Capital and Capital Structure
Property
Investment: No requirement.
Prior Expenditures and Work Program
Investment: No requirement.
Management and Board of Directors
Distribution, Market Capitalization and Public Float
Sponsorship
TSXV Tier 2
Real Estate or Investment
Net Tangible Assets, Revenue or Arm’s Length Financing (as applicable)
Adequate Working Capital and Capital Structure
Property
Investment: No requirement.
Prior Expenditures and Work Program
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
Distribution, Market Capitalization and Public Float
Sponsorship
2. Mining Companies
TSXV Tier 1
Property Requirements
Recommended Work Program
Working Capital and Financial Resources
Net Tangible Assets, Earnings or Revenue
Other Criteria
Management and Board of Directors
Distribution, Market Capitalization and Public Float
Sponsorship
TSXV Tier 2
Property Requirements
Recommended Work Program
Working Capital and Financial Resources
Net Tangible Assets, Earnings or Revenue
Other Criteria
Management and Board of Directors
Distribution, Market Capitalization and Public Float
Sponsorship
3. Oil & Gas (Exploration or Producing) Companies
TSXV Tier 1
Net Tangible Assets, Earnings or Revenue
Working Capital and Financial Resources
Distribution, Market Capitalization and Public Float
Sponsorship
Property Requirements
Producing – $2,000,000 in proved developed reserves.
Recommended Work Program
Producing – No requirement.
Management and Board of Directors
Other Criteria
TSXV Tier 2
Net Tangible Assets, Earnings or Revenue
Working Capital and Financial Resources
Distribution, Market Capitalization and Public Float
Sponsorship
Property Requirements
Producing – either (i) $500,000 in proved developed producing reserves or (ii) $750,000 in proved plus probable reserves.
Recommended Work Program
Producing – (i) satisfactory work program and (ii) in an amount no less than $300,000 if proved developed producing reserves have a value of less than $500,000 as recommended in a geological report.
Management and Board of Directors
Other Criteria
TSXV’s Capital Pool Company Program (“CPC”)
The capital pool company program allows businesspeople to raise capital and list a company without a business or asset other than cash. It is similar to the Special Purpose Acquisition Corporation (“SPAC”) but a smaller version of it.
The requirements for a Capital Pool Company are:
- Minimum three individuals with business and public company experience invest a minimum of the greater of $100,000 or 5% of total funds raised.
- They incorporate a shell company which is the Capital Pool Company and issue shares which are exchanged for the seed capital above at a minimum price of the greater of $0.05 or 50% of the price of the public offering.
- Following the above, a prospectus is prepared for the public raise of between $200,000 and $4,750,000 which is price at double the price of the seed shares. These funds are to be used to identify and evaluate potential acquisition.
After the offering and the listing, the Capital Pool Company has 24 months to acquire a business which is known as the Qualifying Transaction (“QT”).
Subsequent approval of the QT by the exchange and the shareholders of the Capital Pool Company the come will have a new name start trading not as a Capital Pool Company but as a corporate listing.
There are many nuances to a successful CPC list or Qualifying Transaction. If you would like assistance with that or to learn more, please fill out the form to the right. One of our team members will contact you.
TSX Venture Exchange Listing and Annual Fees
Application Fee
There is an application fee to list of $2,5000
Listing Fees
Listing Type
Deemed value of the shares issued of less than $6 million
Deemed value of shares issued greater or equal to $6 million
Minimum ($)
10,000
30,000
Maximum ($)
30,000
40,000
Fee Calculation
$7,500 + 0.5% of the deemed value of shares issued
$30 000 + 0.1% of the deemed value of shares issued exceeding $6 million
Annual Fees
Size of Company
Minimum ($)
Maximum ($)
Fee Calculation
In conclusion, the TSX Venture Exchange is the largest venture issuer stock exchange in Canada. If it right for you? That depends on numerous factors such as the stage of your business, type of business and how you are going public. To determine this please fill out the form on the right. One of our team members will get back to assist you.