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TSX Group Inc. Closes Offering Of 18,978,238 Common Shares At $18.00 Per Share

Date 12/11/2002

TSX Group Inc. (TSX: X) and TSX Inc. (formerly The Toronto Stock Exchange Inc.) announced today that the offering announced on November 5, 2002, of 18,978,238 common shares of TSX Group Inc. at a price of $18.00 per share, has closed.

On closing of the offering, TSX Group Inc. became the holding company of TSX Inc. and related companies and the former shareholders of TSX Inc. received shares of TSX Group Inc. The total net proceeds of the offering were paid to shareholders of TSX Inc. who chose to sell some or all of the shares of TSX Group Inc. they received to an affiliate of TSX Group Inc. in connection with the offering process.

Goldman Sachs Canada Inc. and Scotia Capital Inc. served as joint book runners for the underwriting group. Other members of the underwriting syndicate were BMO Nesbitt Burns Inc., CIBC World Markets Inc., National Bank Financial Inc., RBC Dominion Securities Inc., TD Securities Inc., Merrill Lynch Canada Inc., Canaccord Capital Corporation, Dundee Securities Corporation, Griffiths McBurney & Partners, Raymond James Ltd. and Yorkton Securities Inc. TSX Group Inc.'s common shares are listed on the Toronto Stock Exchange under the symbol "X".

About TSX Group

TSX are the initials attached to the core operations of the TSX Group: Toronto Stock Exchange, TSX Venture Exchange, TSX Markets and TSX Datalinx. TSX Group operates Canada's two national stock exchanges serving the senior equity and public venture equity markets. TSX Group is headquartered in Toronto and maintains offices in Montreal, Winnipeg, Calgary and Vancouver.