On July 29, 2011 the Toronto Stock Exchange ("TSX")
adopted, and the Ontario Securities Commission approved, the
amendments to Part III, Part V and Part VI of the TSX Company
Manual previously published in a request for comments on February
The amendments included a new subcategory of minimum listing
requirements for oil and gas development stage companies. This
category will facilitate the listing of companies that have
significant contingent resources but no proved developed reserves
which were a requirement under the former TSX standards. This
category will be suitable for issuers with unconventional oil and
gas assets, such as oil sands.
To be eligible to list in this subcategory, an issuer must have
contingent resources of $500 million, a minimum market value of the
issued securities that are to be listed of at least $200 million
and a clearly defined development plan, satisfactory to the TSX,
which can reasonably be expected to advance the property. The value
of the resources should be calculated as the best case scenario of
the net present value of future cash flows before income taxes,
prepared on a forecast basis, and discounted at a rate of 10%.
These issuers must also have adequate funds to either execute the
development plan and cover all other capital expenditures for a
period of 18 months, or to bring the property into commercial
production and carry on the business. A managementprepared
18‐month projection (by quarter) of sources and uses of
funds detailing all planned and required expenditures signed by the
Chief Financial Officer must be submitted.
An issuer applying in this category must submit a technical
report prepared by an independent technical consultant that
conforms to National Instrument 51‐101, or an equivalent
in another reporting system, and that is acceptable to the TSX. The
TSX may, at its discretion, also require the provision of a price
The TSX strongly recommends that issuers applying under this new
category first consult with the TSX.
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