Costs of Going Public on TSX
Exchange Fees
Original Listing Fees for TSX range between $10,000 and $200,000, and is determined by the market value of the company at the point of listing. A non-refundable deposit of $10,000 must be submitted at the time of the application.
During the life of a listing, there will be additional fees for certain transactions such as property acquisitions, public offerings and private placements. As well, there will be an annual sustaining fee payable after the first year of the listing.
Securities Commission Fees
Securities commissions will charge an administrative fee for a prospectus filing, as well as for additional filings. Fees vary by province, so please check with your local securities commission or your legal counsel for specifics.
There will also be an additional brokerage fee, calculated based on a percentage of gross proceeds, payable to the underwriter who handles your prospectus filing.
Sponsorship Fees
The sponsorship fee is a third-party cost, payable to a recognized Participating Organization or Member to conduct a due diligence study ensuring that your company meets Exchange listing requirements. Sponsorship will be required if the business involves unproven or unique technology, regardless of sector, or has foreign business assets.
Fees for an initial public offering, reverse takeover or qualifying transaction can range from $15,000 to $50,000, although costs may be higher depending on the level of due diligence required. For example, more due diligence would be required for a company with foreign business assets.
Investment dealer fees
The investment dealer who will be selling your company's securities into the marketplace will charge a negotiable sales commission ranging from 6%-10% of the value of the securities sold plus a warrant. This sales commission will be paid out of the offering proceeds.
The investment dealer may also charge a corporate finance fee, although this is usually combined with the sponsorship fees listed above.
Professional fees
Audit costs vary depending on the complexity of your company, the state of its accounting records, and its financial position. The cost of auditing an operating company for the first time may range between $12,000 and $80,000, although may be higher if a company has foreign operations. There may also be costs for additional services, such as comfort letters.
Legal fees for a Canadian company listing on the Exchange generally range from $400,000 to $750,000. As well, foreign companies and certain types of businesses (e.g. business trusts) may incur higher legal fees.
Legal counsel must conduct due diligence to help management ensure there is full, true and plain disclosure to the public of all material facts about the company. Legal costs associated with going public will vary depending on the quality and quantity of documents prepared by the company and the complexity of the business.
Costs of maintaining a public company
Once your company is listed, you can expect to incur additional legal and accounting fees on an annual basis that are over and above what you incurred as a private company. This is a result of the additional reporting requirements that are incurred as a result of a public listing, as well as the cost of complying with corporate governance standards.
Your legal and investor relations fees may also be higher if you need help to meet your company's continuous disclosure requirements, including quarterly financial statements or news releases.