Why do small and medium-sized mining companies prefer the Toronto Stock Exchange in Canada when going public?
Release time:
2014-05-12
Source:
China Mining News
“ In Germany and South Africa, mining companies can go public even during periods when they have no revenue. However, given the relatively low trading activity on the German exchange and the not-so-stable political environment in South Africa, we opted to list on the TSX Venture Exchange in Toronto, Canada. Ranked by issuer market capitalization, the Toronto Stock Exchange is the seventh-largest stock exchange in the world, and it ranks first globally in the number of publicly listed mining, oil, and gas companies. Although it comes after the exchanges in Hong Kong and mainland China, it ultimately depends on which exchange is more suitable for mining companies—domestically. A Stocks are certainly good, but many small and medium-sized mining companies in China simply can't meet the domestic requirements. A The listing requirements for stock exchanges typically stipulate that companies must be profitable. However, in Hong Kong, companies seeking a listing are required to have revenue as well—and the profit and revenue thresholds set by Hong Kong’s exchange remain quite high, especially for private, small- and medium-sized mining companies. Even companies listed on China’s ChiNext board are generally highly profitable; yet the Shenzhen Stock Exchange does not impose any revenue requirements for listings. As long as a company holds mining rights—or even exploration rights—it can list on the ChiNext board, though of course there are other rating criteria as well. ” Gao Weishan, a seasoned legal advisor with extensive experience in guiding domestic mining companies through overseas listings, explained why many small- and medium-sized Chinese mining firms are increasingly drawn to listing on the Toronto Stock Exchange in Canada. Currently, Gao Weishan is overseeing the listing of a domestic mining company on the Toronto Stock Exchange, and most of the procedures have already been completed—only the final document approvals remain.
The ChiNext board has low entry barriers but strict management.
Mining companies listing on multiple exchanges have been increasingly favored, a trend corroborated by the latest data from the Toronto Stock Exchange provided by the Economic and Commercial Section of the Chinese Consulate General in Vancouver. According to the introduction, 2013 Number of mining companies listed on the Toronto Stock Exchange 1618 Among them, junior exploration companies listed on the ChiNext board. 1287 A company that develops or manufactures products listed on the main board. 331 One. Exploration projects of listed mining companies 8600 Multiple, 52% in Canada and Peru, the remainder 48% Found worldwide. Listed mining companies operate a comprehensive range of metal categories, among which gold, copper, and silver account for... 70% It can be said that Canada’s multi-sector mining industry has particularly distinctive characteristics.
Whether it’s the Shanghai, Shenzhen, and Hong Kong stock exchanges in China, or the Nasdaq in the U.S. and the Singapore Exchange, all have requirements for companies seeking to go public. “ Recent Profit and Operating Record ” strict regulations. For example, some regulations... “ The mining enterprise must have been established for more than 3 years and have achieved consecutive profits for the past 3 years, with profits in the most recent year no less than RMB... 6000 Ten thousand yuan. ” Although some stock exchanges do not impose strict profitability requirements for the ChiNext board, they do have regulations regarding operating history. With the exception of large enterprises, applicants generally must have at least a minimum period of operational history prior to filing a listing application. 24 months of active business records; others are stipulated. “ Cumulative pre-tax net profit over the past three years shall be no less than a certain amount. ” , as stipulated by Singapore 750 Wan Xinyuan, and 3 The annual pre-tax net profit for the year shall be no less than... 100 Wan Xinyuan, or the past 1 Year or 2 Annual cumulative pre-tax profit exceeds 1000 Wan Xinyuan. These rigid regulations typically represent only the theoretical minimum standards, but in actual market operations, the requirements will be even stricter. Therefore, in traditional financing models, a company’s recent profitability or operating history is one of the most critical criteria for obtaining funding.
The Toronto Stock Exchange in Canada does not have strict regulations in this regard. The exchange is divided into the Main Board and the Venture Board. The Main Board primarily lists mature companies with strong performance, while the Venture Board is geared more toward small and medium-sized enterprises. The Venture Board gives companies more time to grow, and there are virtually no rigid requirements regarding profitability or operating records. For mining companies, apart from the necessary working capital requirements, the key listing and financing indicators are exploration or development rights and resource reserves.
Gao Weishan believes that although the listing threshold on the Multi-Exchange is relatively low, the management remains extremely stringent. At the same time, for the private enterprise she’s currently running, cooperation with the Multi-Exchange has been highly proactive, and the company has diligently followed all of the Exchange’s requirements to complete the listing process. Although the entry barrier is low, the Multi-Exchange imposes clear and strict requirements on the teams of companies seeking to list—for instance, they must submit a qualified geological conditions report. Although the local Department of Natural Resources already provides access to existing geological data, the Multi-Exchange will still dispatch its own designated, qualified geologists to conduct spot checks, and these inspection costs must be borne by the company itself. Once the Multi-Exchange begins reviewing the submitted documentation of a prospective listed company, if even a single piece of information is found to be false, the application will be immediately halted. This means that the Multi-Exchange no longer trusts the company, and the company’s listing application will consequently end in failure.
The ChiNext board adopts CPC Operating model
The TSX Venture Exchange in Toronto, Canada, adopts the following approach for listing small- and medium-sized mining companies: CPC The “Model” is a unique listing approach that leverages capital pool companies and special-purpose acquisition companies (SPACs) as alternatives to traditional initial public offerings (IPOs). A team of professional analysts provides support to companies seeking to go public. The scale of financing available through this method ranges from millions of Canadian dollars to over one billion Canadian dollars.
According to Gao Weishan, CPC The typical process for bringing a company to market involves two main steps: The first step is to establish a listed company with no substantive operating activities, raising seed funding to be used within the committed timeframe. ( Up to two years ) Finding a suitable acquisition target is, in effect, artificially creating a clean slate. “ Shell company ” , enabling these small and medium-sized companies to access the capital market at relatively low costs; the second step is to leverage “ Shell company ” Through “ Qualified transaction ” Complete the merger and acquisition of the target company to become a Growth Enterprise Market-listed company with substantial operating activities. The specific operational steps are as follows: First, establish a capital pool company; then, the company will complete its initial public offering. (IPO) And list on the ChiNext board of multiple exchanges, ultimately completing qualified trading.
According to the Venture Exchange of the Toronto Stock Exchange, to establish a capital pool company, one must first... 3 Name ~6 The company is founded by professionals with extensive industry expertise and experience in managing listed companies, who also subscribe to a certain amount of seed capital. ( No lower than 10 Ten thousand Canadian dollars ) The company’s promoters will then form the board of directors in accordance with exchange regulations. Next, the company will issue a prospectus and plan to conduct an initial public offering to raise funds, with an upper limit of... 495 Ten thousand Canadian dollars.
Once the preliminary financing plan is completed and the prospectus has been approved, Capital Pool Company can list on the Venture Exchange Market of the Toronto Stock Exchange. However, stockbrokers are still in the process of recruiting investors. ( Shareholder ) At that time, it must reach at least 200 and each stock purchaser must buy at least 1000 More than one share—each person’s subscription shall not exceed the total number of shares. 2% The shares purchased by partners or affiliates shall not exceed the total number of shares. 4% This approach—setting both a minimum and a maximum limit on the number of shares investors can purchase—not only prevents shareholders from becoming overly dispersed and thus unable to effectively check and balance management, but also avoids excessive concentration of equity that could lead to insider control, thereby helping to prevent investment fraud. After the initial public offering, capital pool companies must add a suffix to their stock symbols. .p This is to distinguish it from a typical publicly listed company. Up until this point, the company has not engaged in any actual business activities and has no assets other than cash resources. However, this newly established capital pool company boasts a professional management team with extensive experience in managing publicly listed companies and specialized expertise.
Following the initial public offering, Capital Pool Company begins searching for companies or assets to acquire. The funds raised through the IPO are primarily used by Capital Pool Company for such search and due-diligence activities. As a result, the acquired companies receive both capital from Capital Pool Company and proceeds from the public offering of Capital Pool Company’s shares. The resulting company must meet the minimum listing requirements of the TSX Venture Exchange. After the initial public offering... 24 Within the next month, the capital fund company must complete a qualifying transaction by acquiring a suitable company or asset. Such a qualifying transaction can only proceed with the approval of more than half of the shareholders. The capital pool company or overseas company serving as the entity behind the qualifying transaction must submit an information report on the qualifying transaction. The information disclosed in this report must meet the disclosure standards set forth in the prospectus. Upon completion of the qualifying transaction, the stock suffix will... .p It will be delisted, and the company will become a regular ChiNext-listed company.