TSX Group Inc. Reports Results for Fourth Quarter and Full Year 2007



    
    -   Revenue of $111.2 million for Q4/07, up 22% over Q4/06
    -   Diluted earnings per share of 45 cents for Q4/07, after a reduction
        of 20 cents per share related to a reduction in the value of the
        future tax asset
    -   Diluted earnings per share prior to a reduction in the value of the
        future tax asset(*) was 65 cents, an increase of 23% over Q4/06
    -   Cash flows from operations of $53.2 million in Q4/07, an increase of
        39% from Q4/06
    -   Full year 2007 revenue of $424.7 million, up 20% over 2006
    -   Full year 2007 net income of $148.7 million, up 13% over 2006
    -   Full year 2007 cash flows from operations of $221.7 million, an
        increase of 17% from 2006
    

    TORONTO, Jan. 30 /CNW/ - TSX Group Inc. (TSX:X) announced results for the
fourth quarter and full year ended December 31, 2007:
    Revenue in Q4/07 was $111.2 million, up 22% as compared with
$91.0 million in Q4/06, reflecting increased revenue in the primary revenue
streams of issuer services, trading and market data. Net income for Q4/07
decreased by 13% over Q4/06 to $30.4 million, or 46 cents per share (45 cents
on a diluted basis), largely due to a reduction in the value of the future tax
asset. Earnings per share prior to a reduction in the value of the future tax
asset (*) was 66 cents (65 cents on a diluted basis). The future tax asset was
reduced, and income tax expense increased by $13.3 million, primarily as a
result of decreases in federal corporate income tax rates which were enacted
in December 2007. The adjustment had no impact on cash flows and resulted in a
reduction in net income of $13.3 million, or 20 cents per share (on both a
basic and diluted basis).

    ---------------------------
    (*) See discussion under the heading Non-GAAP Financial Measures.


    Revenue in 2007 was $424.7 million, up 20% as compared with
$352.8 million in 2006 reflecting increased revenue in the primary revenue
streams of issuer services, trading and market data. Net income increased by
13% over 2006 to $148.7 million, or $2.19 per common share ($2.17 on a diluted
basis) largely due to the higher revenue partially offset by higher expenses
and income taxes.
    Earnings per share prior to a reduction in the value of the future tax
asset(*) was $2.41 ($2.39 on a diluted basis) for 2007, a 16% increase (15% on a
diluted basis) over the 2006 earnings per share prior to a reduction in the
value of the future tax asset(*) of $2.08 ($2.07 on a diluted basis). In 2007,
the future tax asset was reduced, and income tax expense increased by
$15.1 million, primarily as a result of decreases in federal corporate income
tax rates which were enacted in June and December 2007. The adjustment
resulted in a reduction in net income of $15.1 million, or 22 cents per common
share (on both a basic and diluted basis). In 2006, the future tax asset was
reduced, and income tax expense increased primarily as a result of decreases
in federal corporate income tax rates enacted in June 2006. The adjustment
resulted in a reduction in net income of $11.0 million, or 16 cents per common
share (on both a basic and diluted basis).
    The following is a reconciliation of earnings per share to earnings per
share prior to a reduction in the value of the future tax asset(*):

    
    Reconciliation for Q4/07 and Q4/06

                                        Q4/07                   Q4/06
                                   Basic     Diluted       Basic     Diluted
    Earnings per share           $  0.46     $  0.45     $  0.51     $  0.51
    Adjustment related to
     reduction of the future
     tax asset                   $  0.20     $  0.20     $  0.02     $  0.02
                                 -------     -------     -------     -------
    Earnings per share prior to a
     reduction in the value of
     the future tax asset(*)     $  0.66     $  0.65     $  0.53     $  0.53
                                 -------     -------     -------     -------

    ---------------------------
    (*) See discussion under the heading Non-GAAP Financial Measures.



    Reconciliation for 2007 and 2006

                                         2007                    2006
                                   Basic     Diluted       Basic     Diluted
    Earnings per share           $  2.19     $  2.17     $  1.92     $  1.91
    Adjustment related to
     reduction of the future
     tax asset                   $  0.22     $  0.22     $  0.16     $  0.16
                                 -------     -------     -------     -------
    Earnings per share prior to a
     reduction in the value of
     the future tax asset(*)     $  2.41     $  2.39     $  2.08     $  2.07
                                 -------     -------     -------     -------
    

    Michael Ptasznik, Interim Co-Chief Executive Officer and Chief Financial
Officer of TSX Group, said, "We are pleased to report record annual results
for 2007 in terms of both revenue and net income. Our core business of issuer
services, trading and market data for Canadian equities continued to show
solid growth. The growth in our business also reflects the ongoing benefits of
revenue diversification. We expect to further diversify our revenue base and
expand our product offering to customers once all of the necessary approvals
are obtained to complete the combination of our operations with those of
Montréal Exchange Inc. to create TMX Group Inc."
    Rik Parkhill, Interim Co-Chief Executive Officer and President,
TSX Markets, added, "We recognized many key milestones in 2007 as our
customers set records for volumes traded on our equity and energy exchanges.
As well, we set a record with over 160,000 market data subscriptions at the
end of 2007. We again implemented important changes in our trading fee model
and on the technology front began the roll-out of TSX Quantum(TM) in the
fourth quarter of 2007. We are now preparing for the successful launch of
NGX's arrangement with IntercontinentalExchange for energy trading and
clearing scheduled for early 2008."

    
    Summary of Financial Information

    (in millions of dollars, except per share amounts)

                                                        Increase/ % increase/
                                   Q4/07       Q4/06   (decrease)  (decrease)

    Revenue                      $ 111.2     $  91.0     $  20.2         22%
    Expenses                     $  47.2     $  39.3     $   7.9         20%
    Net income                   $  30.4     $  35.1    ($   4.7)       (13%)
    Earnings per share:
      Basic                      $  0.46     $  0.51    ($  0.05)       (10%)
      Diluted                    $  0.45     $  0.51    ($  0.06)       (12%)
    Cash Flows from Operating
     Activities                  $  53.2     $  38.2     $  15.0         39%


    (in millions of dollars, except per share amounts)

                                    2007        2006    Increase  % increase

    Revenue                      $ 424.7     $ 352.8     $  71.9         20%
    Expenses                     $ 181.6     $ 148.3     $  33.3         22%
    Net income                   $ 148.7     $ 131.5     $  17.2         13%
    Earnings per share:
      Basic                      $  2.19     $  1.92     $  0.27         14%
      Diluted                    $  2.17     $  1.91     $  0.26         14%
    Cash Flows from Operating
     Activities                  $ 221.7     $ 189.5     $  32.2         17%
    

    Quarter Ended December 31, 2007 compared with Quarter Ended
    December 31, 2006

    Revenue

    Revenue in Q4/07 was $111.2 million, up $20.2 million, or 22% as compared
with $91.0 million in Q4/06 primarily reflecting increased issuer services,
trading and market data revenue. Revenue in Q4/07 included $9.1 million from
Shorcan Brokers Limited (Shorcan), Oxen Inc. which owns the Alberta Watt
Exchange (Watt-Ex), PC-Bond(R) (acquired in Q4/06) and The Equicom Group Inc.
(Equicom), acquired in Q2/07 (the acquisitions) as compared with $2.6 million
in Q4/06.

    Issuer Services Revenue (previously Listing Revenue)

    The following is a summary of issuer services revenue reported and issuer
services fees billed(*) (reconciled below in this section) in Q4/07 and Q4/06.

    
    (in millions of dollars)

                  Reported                        Billed(*)
                               $ in-   % in-                   $ in-   % in-
               Q4/07   Q4/06  crease  crease   Q4/07   Q4/06  crease  crease
    Initial
     listing
     fees     $  3.7  $  3.0  $  0.7     23%  $ 10.0  $  6.7  $  3.3     49%
    Additional
     listing
     fees     $ 11.8  $  9.6  $  2.2     23%  $ 22.4  $ 22.2  $  0.2      1%
    Sustaining
     listing
     fees(xx) $ 17.3  $ 15.7  $  1.6     10%  $ 17.3  $ 15.7  $  1.6     10%
    Other
     issuer
     services $  3.9       -  $  3.9       -  $  3.9       -  $  3.9       -
              ------  ------  ------          ------  ------  ------
    Total
     listing
     fees     $ 36.7  $ 28.3  $  8.4     30%  $ 53.6  $ 44.6  $  9.0     20%
              ------  ------  ------          ------  ------  ------
    


    Initial and additional listing fees are non-refundable fees paid by
listed issuers for the listing or reserving of securities. These fees are
recorded as "deferred revenue - initial and additional listing fees" and
recognized on a straight-line basis over an estimated service period of ten
years.
    In the case of Toronto Stock Exchange, effective April 2007, customers
are billed for initial and additional listing fees. Prior to this date, these
fees were paid upon the listing or reserving of securities which is still the
practice on TSX Venture Exchange. With the adoption of a new system, there is
now a lag between when securities are issued or reserved and when these
listing fees are paid for Toronto Stock Exchange listed issuers. The following
is a reconciliation of initial and additional listing fees billed(*) to initial
and additional listing fees reported:

    
    Initial Listing Fees (in millions of dollars)          Q4/07       Q4/06

    Initial listing fees billed(*)                       $  10.0     $   6.7
    Initial listing fees billed(*) and deferred to
     future periods                                     ($   9.8)   ($   6.6)
    Recognition of initial listing fees billed(*) and
     previously included in deferred revenue             $   3.5     $   2.9
                                                        ---------   ---------
    Initial listing fee revenue reported                 $   3.7     $   3.0
                                                        ---------   ---------

    --------------------------
    (*)    See discussion under the heading Non-GAAP Financial Measures.
    (xx)   Sustaining listing fees billed, as shown in this table, represents
           the amount recognized for accounting purposes during the quarter.
           Sustaining listing fees are billed during the first quarter of the
           year, recorded as deferred revenue and amortized over the year on
           a straight-line basis.



    Additional Listing Fees (in millions of dollars)       Q4/07       Q4/06

    Additional listing fees billed(*)                    $  22.4     $  22.2
    Additional listing fees billed(*) and deferred to
     future periods                                     ($  22.0)   ($  21.9)
    Recognition of additional listing fees billed(*)
     and previously included in deferred revenue         $  11.4     $   9.3
                                                        ---------   ---------
    Additional listing fee revenue reported              $  11.8     $   9.6
                                                        ---------   ---------

        -  Initial and additional listing fees reported increased due to
           capital market activity and listing fees increases during the
           period from January 1, 1998 to December 31, 2007 compared with the
           period from January 1, 1997 to December 31, 2006. Initial and
           additional listing fees billed(*) in Q4/07, as compared with
           Q4/06, reflect changes in the number and value of securities
           listed and reserved in the respective quarters, as well as changes
           to the pricing model for each equity exchange that were effective
           January 1, 2007.

        -  The increase in Sustaining listing fees reflected the overall
           higher market capitalization of listed issuers at the end of 2006
           compared with the end of 2005. Issuers listed on Toronto Stock
           Exchange and TSX Venture Exchange pay annual fees primarily based
           on their market capitalization at the end of the prior calendar
           year, subject to minimum and maximum fees. In addition, revenue
           from sustaining listing fees increased due to fee increases on
           each equity exchange that were effective January 1, 2007.

        -  Other issuer services includes revenue of $3.5 million from
           Equicom, acquired in June 2007. Equicom provides investor
           relations and related corporate communications services to public
           issuers in Canada.

    Trading and Related Revenue

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase
    Capital markets:

    - Toronto Stock Exchange     $  24.5     $  23.3     $   1.2          5%
    - TSX Venture Exchange       $   9.2     $   6.0     $   3.2         53%
    - Shorcan                    $   2.9     $   0.9     $   2.0        222%
                                ---------   ---------   ---------
    Capital markets revenue      $  36.6     $  30.2     $   6.4         21%
    Energy markets revenue       $   6.1     $   5.2     $   0.9         17%
                                ---------   ---------   ---------
    Total trading and related
     revenue                     $  42.7     $  35.4     $   7.3         21%
                                ---------   ---------   ---------

    Capital Markets

        -  The volume of securities traded in Q4/07 on Toronto Stock Exchange
           increased by 13% over Q4/06 (24.7 billion securities in Q4/07
           versus 21.8 billion securities in Q4/06) and the volume of
           securities traded in Q4/07 on TSX Venture Exchange increased by
           61% over Q4/06 (15.1 billion securities in Q4/07 versus
           9.4 billion securities in Q4/06). The total volume of securities
           traded in Q4/07 on both exchanges increased by 27% over Q4/06
           (39.8 billion securities in Q4/07 versus 31.3 billion securities
           in Q4/06).

        -  The impact from the growth in the volume of securities traded was
           partially offset by pricing changes which were effective
           November 1, 2007.

        -  The increase was also partly attributable to the inclusion of
           revenue from Shorcan, acquired in December 2006.

    Energy Markets

        -  In Q4/07, the volumes traded or cleared in natural gas and
           electricity contracts on Natural Gas Exchange (NGX), excluding
           Watt-Ex which operates a procurement system, increased by 35% over
           Q4/06 (3.1 million terajoules in Q4/07 versus 2.3 million
           terajoules in Q4/06).

        -  In Q4/07, NGX deferred more revenue related to longer-term
           contracts than in Q4/06, which somewhat offset the increase in
           revenue.

    Market Data Revenue

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase

                                 $  28.3     $  23.9     $   4.4         18%

        -  Market data revenue increased due to a 15% increase in the number
           of professional and equivalent real-time market data subscriptions
           (over 160,000 at the end of Q4/07 versus over 139,000 at the end
           of Q4/06). This increase reflects higher sales to U.S. customers,
           additional subscriptions for TSX Venture Exchange data and
           increased sales of premium products.

        -  The increase was also due to the inclusion of $2.3 million in
           revenue from PC-Bond in Q4/07, compared with $1.3 million in Q4/06
           (following the acquisition in October 2006), and revenue from on-
           line delivery of data to retail investors and direct to client low
           latency data feeds for algorithmic traders.

        -  The increase was also attributable to fee changes that were
           effective January 1, 2007.

        -  Revenue recoveries related to under-reported usage of real-time
           quotes were $2.2 million in Q4/07 compared with $0.7 million in
           Q4/06.

        -  The increase was partially reduced by the negative impact of the
           appreciation of the Canadian dollar against the U.S. dollar since
           Q4/06.
    

    Expenses

    Expenses in Q4/07 were $47.2 million, an increase of $7.9 million, or
20%, as compared with $39.3 million in Q4/06. There were $8.6 million of
expenses (including TSX Group's amortization of intangible assets) related to
the business operations of the acquisitions in Q4/07 as compared with
$2.2 million in Q4/06. The increase in expenses was partially offset by the
impact of capitalizing $1.9 million of Compensation and benefits costs and
$0.2 million in General and administration costs related to the internal
development of the TSX Quantum trading engine.

    
    Compensation and Benefits

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase

                                 $  24.7     $  21.3     $   3.4         16%

        -  Compensation and benefits costs increased by $3.4 million due to
           costs related to the business operations of the acquisitions.

        -  There were higher expenses associated with annual salary
           increases, increased overall performance incentives and higher
           organizational transition costs.

        -  The increase in Q4/07 compared with Q4/06 was partially offset by
           the impact of capitalizing $1.9 million of internal development
           costs related to the TSX Quantum trading engine.

        -  There were 603 employees at December 31, 2007 versus 548 at
           December 31, 2006. On June 1, 2007, we acquired Equicom, which has
           58 employees. In addition, in Q2/07, 13 employees that perform
           investigative research, previously employed by Market Regulation
           Services Inc., were transferred to TSX Inc. The insourcing of the
           investigative research function has resulted in a reduction of
           General and administration costs. These increases were partially
           offset by a net reduction of 16 employees in our core businesses.

    Information and Trading Systems

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase

                                 $   6.6     $   5.7     $   0.9         16%

        -  Information and trading systems costs increased by $0.2 million
           due to expenses related to the business operations of the
           acquisitions. There were also higher licensing and maintenance
           costs.

        -  The increase was also attributable to costs associated with
           providing TSXconnect(R), an investor relations product that
           delivers market data, analytic and competitive information to our
           listed issuers.

    General and Administration

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase

                                 $  11.7     $   8.5     $   3.2         38%

        -  General and administration costs increased by $2.0 million due to
           expenses related to the business operations of the acquisitions.
           There was also higher capital tax expense.

        -  The increase was somewhat offset by lower costs resulting from
           insourcing the investigative research function. In addition,
           $0.2 million of internal development costs related to the TSX
           Quantum trading engine were capitalized.

    Amortization

    (in millions of dollars)
                                   Q4/07       Q4/06  $ increase  % increase

                                 $   4.2     $   3.7     $   0.5         14%

        -  Amortization costs increased by $0.8 million reflecting higher
           amortization associated with the acquisitions, partially offset by
           reduced depreciation of tangible assets.

    Income from Investment in Affiliate

    (in millions of dollars)
                                               Q4/07       Q4/06  $ increase

                                             $   0.2     $   0.0     $   0.2

        -  Income from investment in affiliate represents TSX Group's share
           of CanDeal.ca Inc.'s (CanDeal) income for Q4/07 based on a 47%
           interest in CanDeal. The improvement is due to CanDeal's continued
           progress in adding buy-side institutional investors, the
           introduction of transaction fees and continued cost containment
           measures. In addition, the six liquidity providers, who are also
           CanDeal shareholders, renewed their commitment to CanDeal in
           July 2007, which had a positive impact on revenues in Q4/07.

    Investment Income

    (in millions of dollars)
                                   Q4/07       Q4/06  $(decrease) %(decrease)

                                 $   4.0     $   4.9    ($   0.9)       (18%)

        -  Investment income decreased due to lower returns on short-term
           bond and mortgage investments during Q4/07 versus Q4/06, somewhat
           offset by higher returns on money market investments.

    Income Taxes

    (in millions of dollars)
                                               Effective tax rate (%)
                                   Q4/07       Q4/06       Q4/07       Q4/06

                                 $  37.8     $  21.6         55%         38%

        -  The effective tax rate in both Q4/06 and Q4/07 was higher than our
           effective statutory tax rate of 35% primarily due to a reduction
           in the value of the future tax asset in both years.

        -  The higher effective tax rate in Q4/07 related primarily to an
           increase of $13.3 million in income tax expense due to a reduction
           in the value of the future tax asset. In December 2007, the
           federal government enacted legislation to reduce corporate income
           tax rates for 2008 to 2012 and beyond.

        -  The higher effective tax rate in Q4/06 related primarily to an
           increase of $1.4 million in income tax expense due to a reduction
           in the value of the future tax asset.
    

    Year Ended December 31, 2007 compared with Year Ended
    December 31, 2006

    Revenue

    Revenue in 2007 was $424.7 million, up $71.9 million, or 20% compared
with $352.8 million in 2006, reflecting increased issuer services, trading and
market data revenue. Revenue in 2007 included $31.4 million from the
acquisitions as compared with $2.6 million in 2006.

    Issuer Services Revenue (previously Listing Revenue)

    The following is a summary of issuer services revenue reported and issuer
services fees billed(*) (reconciled below in this section) in 2007 and 2006.

    
    (in millions of dollars)

                  Reported                        Billed(*)
                               $ in-   % in-                   $ in-   % in-
                2007    2006  crease  crease    2007    2006  crease  crease

    Initial
     listing
     fees     $ 13.8  $ 11.4  $  2.4     21%  $ 32.3  $ 28.4  $  3.9     14%
    Additional
     listing
     fees     $ 44.0  $ 35.9  $  8.1     23%  $104.1  $ 86.3  $ 17.8     21%
    Sustaining
     listing
     fees(xx) $ 68.0  $ 61.2  $  6.8     11%  $ 68.0  $ 61.2  $  6.8     11%
    Other
     issuer
     services $  8.1       -  $  8.1       -  $  8.1       -  $  8.1       -
              ------  ------  ------          ------  ------  ------
    Total
     issuer
     services
     fees     $133.9  $108.5  $ 25.4     23%  $212.5  $175.9  $ 36.6     21%
              ------  ------  ------          ------  ------  ------
    

    Initial and additional listing fees are non-refundable fees paid by
listed issuers for the listing or reserving of securities. In the case of
Toronto Stock Exchange, effective April 2007, customers are billed for initial
and additional listing fees. Prior to this date, these fees were paid upon the
listing or reserving of securities which is still the practice on TSX Venture
Exchange. With the adoption of a new system, there is now a lag between when
securities are issued or reserved and when these listing fees are paid for
Toronto Stock Exchange listed issuers. These fees are recorded as "deferred
revenue - initial and additional listing fees" and recognized on a straight
line basis over an estimated service period of ten years. The following is a
reconciliation of initial and additional listing fees billed(*) to initial and
additional listing fees reported:

    
    --------------------------

    (*)    See discussion under the heading Non-GAAP Financial Measures.

    (xx)   Sustaining listing fees billed, as shown in this table,
           represents the amount recognized for accounting purposes during
           the period. Sustaining listing fees are billed during the first
           quarter of the year, recorded as deferred revenue and amortized
           over the year on a straight-line basis.


    Initial Listing Fees (in millions of dollars)           2007        2006

    Initial listing fees billed(*)                       $  32.3     $  28.4
    Initial listing fees billed(*) and deferred to
     future periods                                     ($  31.8)   ($  28.0)
    Recognition of initial listing fees billed(*) and
     previously included in deferred revenue             $  13.3     $  11.0
                                                        ---------   ---------
    Initial listing fees revenue reported                $  13.8     $  11.4
                                                        ---------   ---------


    Additional Listing Fees (in millions of dollars)        2007        2006

    Additional listing fees billed(*)                    $ 104.1     $  86.3
    Additional listing fees billed(*) and deferred to
     future periods                                     ($ 102.4)   ($  84.9)
    Recognition of additional listing fees billed(*)
     and previously included in deferred revenue         $  42.3     $  34.5
                                                        ---------   ---------
    Additional listing fees revenue reported             $  44.0     $  35.9
                                                        ---------   ---------

        -  Initial and additional listing fees reported increased due to
           capital market activity and listing fees increases during the
           period from April 1, 1997 to December 31, 2007 compared with the
           period from April 1, 1996 to December 31, 2006. Initial and
           additional listing fees billed(*) in 2007, as compared with 2006,
           reflect changes in the number and value of securities listed and
           reserved in the respective periods, as well as changes to the
           pricing model for each equity exchange that were effective
           January 1, 2007.

        -  The increase in Sustaining listing fees reflected the overall
           higher market capitalization of listed issuers at the end of 2006
           compared with the end of 2005. Issuers listed on Toronto Stock
           Exchange and TSX Venture Exchange pay annual fees primarily based
           on their market capitalization at the end of the prior calendar
           year, subject to minimum and maximum fees. In addition, revenue
           from sustaining listing fees increased due to fee increases on
           each equity exchange that were effective January 1, 2007.

        -  Other issuer services includes revenue of $7.7 million from
           Equicom, acquired in June 2007.

    --------------------------

    (*) See discussion under the heading Non-GAAP Financial Measures.


    Trading and Related Revenue

    (in millions of dollars)
                                    2007        2006  $ increase  % increase
    Capital markets:
    - Toronto Stock Exchange     $ 101.9     $  98.3     $   3.6          4%
    - TSX Venture Exchange       $  32.7     $  28.0     $   4.7         17%
    - Shorcan                    $  13.1     $   0.9     $  12.2      1,356%
                                ---------   ---------   ---------
    Capital markets revenue      $ 147.7     $ 127.2     $  20.5         16%
    Energy markets revenue       $  21.6     $  19.1     $   2.5         13%
                                ---------   ---------   ---------
    Total trading and related
     revenue                     $ 169.3     $ 146.3     $  23.0         16%
                                ---------   ---------   ---------

    Capital Markets

        -  The increase was primarily attributable to the inclusion of
           revenue of $13.1 million from Shorcan, acquired in December 2006.

        -  The volume of securities traded in 2007 on Toronto Stock Exchange
           increased by 17% over 2006 (96.1 billion securities in 2007 versus
           82.0 billion securities in 2006) and the volume of securities
           traded in 2007 on TSX Venture Exchange increased by 41% over 2006
           (53.2 billion securities in 2007 versus 37.7 billion securities in
           2006). The total volume of securities traded in 2007 on both
           exchanges increased by 25% over 2006 (149.3 billion securities in
           2007 versus 119.7 billion securities in 2006).

        -  The impact from the growth in the volume of securities traded was
           partially offset by the impact from converting to a volume-based
           fee structure from a value-based fee model effective July 1, 2006
           and from pricing changes which were effective November 1, 2007.

    Energy Markets

        -  The increase was partially due to the inclusion of revenue of
           $1.6 million from Watt-Ex in 2007 compared with $0.3 million in
           2006 following the acquisition in October, 2006.

        -  In 2007, the volumes traded or cleared in natural gas and
           electricity contracts on NGX, excluding Watt-Ex which operates a
           procurement system, increased by 14% over 2006 (11.2 million
           terajoules in 2007 versus 9.8 million terajoules in 2006). In
           2007, NGX deferred more revenue related to longer-term contracts
           than in 2006, which somewhat offset the increase in revenue.

    Market Data Revenue

    (in millions of dollars)
                                    2007        2006  $ increase  % increase

                                 $ 110.2     $  86.9     $  23.3         27%

        -  Market data revenue increased due to a 16% increase in the
           average number of professional and equivalent real-time market
           data subscriptions in 2007 versus 2006. There were over 160,000
           professional and equivalent real-time market data subscriptions at
           December 31, 2007. This increase reflects higher sales to U.S.
           customers, additional subscriptions for TSX Venture Exchange data
           and increased sales of premium products.

        -  The increase was also due to the inclusion of $8.8 million in
           revenue from PC-Bond, compared with $1.3 million in 2006
           (following the acquisition in October 2006), and revenue from on-
           line delivery of data to retail investors and direct-to-client low
           latency data feeds for algorithmic traders.

        -  The increase was also attributable to fee changes that were
           effective January 1, 2007.

        -  The increase was partially offset by lower revenue recoveries
           related to under-reported usage of real-time quotes which were
           $3.7 million in 2007 as compared with $5.6 million in 2006.

        -  The increase was also partially reduced by the negative impact of
           the appreciation of the Canadian dollar against the U.S. dollar
           since 2006.
    

    Expenses

    Expenses were $181.6 million in 2007, an increase of $33.3 million, or
22%, compared with $148.3 million in 2006. There were $28.3 million of
expenses (including TSX Group's amortization of intangible assets) related to
the business operations of the acquisitions as compared with $2.2 million in
2006. The increase in expenses was partially offset by the impact of
capitalizing $5.1 million of Compensation and benefits costs and $0.6 million
of General and administration costs related to the internal development of the
TSX Quantum trading engine.

    
    Compensation and Benefits

    (in millions of dollars)
                                    2007        2006  $ increase  % increase

                                 $  96.3     $  79.0     $  17.3         22%

        -  Compensation and benefits costs increased by $13.4 million due to
           costs related to the business operations of the acquisitions.

        -  There were higher expenses associated with annual salary
           increases, higher overall performance incentive accruals and
           benefit costs. In addition to the costs associated with the
           acquisitions, there was also an increase of $2.7 million in
           organizational transition costs in our core business compared with
           2006.

        -  The increase in 2007 compared with 2006 was partially offset by
           the impact of capitalizing $5.1 million of internal development
           costs related to the TSX Quantum trading engine.

        -  There were 603 employees at December 31, 2007 versus 548 at
           December 31, 2006. On June 1, 2007, we acquired Equicom, which has
           58 employees. In addition, in Q2/07, 13 employees that perform
           investigative research, previously employed by Market Regulation
           Services Inc., were transferred to TSX Inc. The insourcing of the
           investigative research function has resulted in a reduction of
           General and administration costs. These increases were partially
           offset by a net reduction of 16 employees in our core businesses.

    Information and Trading Systems

    (in millions of dollars)
                                    2007        2006  $ increase  % increase

                                 $  26.5     $  22.0     $   4.5         20%

        -  Information and trading systems costs increased by $2.0 million
           due to expenses related to the business operations of the
           acquisitions. There were also higher maintenance costs.

        -  The increase was also due to higher expenses associated with
           providing TSXconnect, an investor relations product that delivers
           market data, analytic and competitive information, to our listed
           issuers.

    General and Administration

    (in millions of dollars)
                                    2007        2006  $ increase  % increase

                                 $  43.0     $  34.2     $   8.8         26%

        -  General and administration costs increased by $6.6 million due to
           expenses related to the business operations of the acquisitions.

        -  The increase was also attributable to higher fees paid to external
           advisors primarily relating to the initiatives that were announced
           in Q1/07, as well as higher directors' fees and increased capital
           tax.

        -  General and administration costs do not include $3.1 million of
           fees paid to external advisors relating to the proposed
           combination of TSX Group with MX, announced on December 10, 2007.
           These costs were capitalized and are included in Other Assets.

        -  The increase was partially offset by lower costs resulting from
           the insourcing of the investigative research function. In
           addition, $0.6 million of internal development costs related to
           the TSX Quantum trading engine were capitalized.

    Amortization

    (in millions of dollars)
                                    2007        2006  $ increase  % increase

                                 $  15.8     $  13.0     $   2.8         22%

        -  Amortization costs increased by $4.1 million reflecting higher
           amortization associated with the acquisitions, partially offset by
           reduced depreciation of tangible assets.

    Income (Loss) from Investment in Affiliate

    (in millions of dollars)
                                                2007        2006  $ increase

                                             $   0.4    ($   0.1)    $   0.5

        -  Income (loss) from investment in affiliate represents our share of
           CanDeal's income for 2007 based on our 47% interest in CanDeal.
           The improvement in earnings is due to CanDeal's continued progress
           in adding buy-side institutional investors, the introduction of
           transaction fees and continued cost containment measures.

    Investment Income

    (in millions of dollars)
                                    2007        2006  $(decrease) %(decrease)

                                 $  13.9     $  14.4    ($   0.5)        (3%)

        -  Investment income decreased due to lower returns on short-term
           bond and mortgage fund investments, partially offset by improved
           returns from money market investments.

    Income Taxes

    (in millions of dollars)
                                                       Effective tax rate (%)
                        2007        2006  $ increase        2007        2006

                     $ 108.7     $  87.4     $  21.3         42%         40%

        -  The effective tax rate in both 2006 and 2007 was higher than our
           effective statutory tax rate of approximately 35% primarily due to
           a reduction in the value of the future tax asset in both years.

        -  In 2007, there was an increase of $15.1 million in income tax
           expense due to a reduction in the value of the future tax asset.
           In June 2007, the federal government enacted changes in corporate
           income tax rates for 2011 and beyond. As well, in December 2007,
           the federal government enacted further changes in corporate income
           tax rates for 2008 to 2012 and beyond.

        -  In 2006, there was an increase of $11.0 million in income tax
           expense, primarily due to a reduction in the value of the future
           tax asset. In June 2006, the federal government enacted
           legislation to reduce corporate income tax rates for 2008 to 2010
           and beyond, which was the primary reason for the reduction in the
           value of the future tax asset.

    Liquidity and Capital Resources

    Cash and Marketable Securities

    (in millions of dollars)

                                                2007        2006  $(decrease)

                                             $ 302.8     $ 322.1    ($  19.3)

        -  The decrease was primarily due to the payment of four dividends of
           $0.38 per common share, or $103.5 million in aggregate and by
           payments totalling $107.6 million relating to the repurchase of
           2,399,862 common shares under a normal course issuer bid (NCIB) in
           2007. In addition, we invested $31.1 million of cash in
           acquisitions (including intangible assets) and capital
           expenditures during 2007. These decreases were offset by
           $221.7 million in cash generated from operations in 2007.

    Total Assets

    (in millions of dollars)

                                                2007        2006  $(decrease)

                                            $1,523.9    $1,572.8    ($  48.9)

        -  Total assets decreased primarily due to lower energy contracts
           receivable of $745.4 million at December 31, 2007 related to the
           clearing operations of NGX, compared with $889.4 million at the
           end of 2006. The reduced level of receivables reflected lower
           natural gas prices at the end of December 2007 compared with the
           end of December 2006. As the clearing counterparty to every trade,
           NGX also carries offsetting liabilities in the form of energy
           contracts payable, which were $745.4 million at December 31, 2007
           compared with $889.4 million at the end of 2006.

        -  The overall decrease was partially offset by an increase to
           current assets following a change in accounting policy adopted
           effective January 1, 2007. We recorded $74.9 million related to
           the fair value of open energy contracts as at December 31, 2007.
           NGX also carried offsetting liabilities related to the fair value
           of open energy contracts which were $74.9 million at December 31,
           2007.

    Shareholders' Equity

    (in millions of dollars)
                                                2007        2006 ($ decrease)

                                             $ 171.9     $ 227.0    ($  55.1)

        -  Shareholders' equity decreased primarily due to dividend payments
           totaling $103.5 million and the repurchase during 2007 of
           2,399,862 common shares at a cost of $107.6 million under our
           NCIB. The decrease was partially offset by net income of
           $148.7 million in 2007.

        -  Under the NCIB, we announced that we intend to repurchase up to
           6,841,051 of our common shares of which 2,399,862 were repurchased
           in 2007. These purchases, carried out through the facilities of
           Toronto Stock Exchange and made in accordance with its
           requirements, will terminate on August 6, 2008 or such earlier
           date as we complete our purchases. Effective December 10, 2007, we
           terminated our pre-defined plan with our appointed broker that
           permitted us to repurchase our common shares at times when we
           would not ordinarily be active in the market.

        -  At December 31, 2007 there were 66,278,370 common shares issued
           and outstanding. In 2007, 256,968 common shares were issued on the
           exercise of share options. At December 31, 2007, 4,421,950 common
           shares were reserved for issuance upon the exercise of options
           granted under the share option plan. At December 31, 2007, there
           were 973,522 options outstanding.

        -  We have obtained approval from Toronto Stock Exchange to issue up
           to 1.5 million common shares in connection with the purchase price
           payable for NetThruPut Inc. (NTP) if we exercise our right to
           acquire NTP from Enbridge and Circuit Technology. In addition, we
           have obtained conditional approval from Toronto Stock Exchange to
           issue up to 15.5 million common shares in connection with the
           amalgamation with MX.

        -  At January 29, 2008, there were 66,283,370 common shares issued
           and outstanding and 967,818 options outstanding under the share
           option plan.

    Cash Flows from Operating Activities

    (in millions of dollars)
                                                                    Increase
                                               Q4/07       Q4/06     in cash

    Cash Flows from Operating Activities     $  53.2     $  38.2     $  15.0

    Cash Flows from Operating Activities were $15.0 million higher in Q4/07
compared with Q4/06 due to:

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                               Q4/07       Q4/06     in cash

    Net income                               $  30.4     $  35.1    ($   4.7)
    Amortization                             $   4.2     $   3.7     $   0.5
    Increase/(decrease) in future tax asset  $  10.3    ($   2.3)    $  12.6
    Increase in accounts receivable and
     prepaid expenses                       ($   2.0)   ($   3.1)    $   1.1
    Net increase in accounts payable and
     accrued liabilities                     $  12.4     $   1.5     $  10.9
    (Decrease) in deferred revenue          ($   1.6)   ($   1.1)   ($   0.5)
    Increase in income taxes payable         $   1.8     $   3.3    ($   1.5)
    Net increase/(decrease) in other items  ($   2.3)    $   1.1    ($   3.4)
                                            ---------   ---------   ---------
    Cash Flows from Operating Activities     $  53.2     $  38.2     $  15.0
                                            ---------   ---------   ---------

    (in millions of dollars)
                                                                    Increase
                                                2007        2006     in cash

    Cash Flows from Operating Activities     $ 221.7     $ 189.5     $  32.2

    Cash Flows from Operating Activities were $32.2 million higher in 2007
compared with 2006 due to:

    (in millions of dollars)

                                                                    Increase/
                                                                   (decrease)
                                                2007        2006     in cash

    Net income                               $ 148.7     $ 131.5     $  17.2
    Amortization                             $  15.8     $  13.0     $   2.8
    Increase/(decrease) in future tax asset ($   3.1)   ($  12.6)    $   9.5
    Increase in accounts receivable and
     prepaid expenses                       ($  15.2)   ($   6.1)   ($   9.1)
    Net increase in accounts payable and
     accrued liabilities                     $   7.0     $   0.6     $   6.4
    Increase in deferred revenue that
     results from not recognizing a portion
     of listing fees billed in the year      $  78.0     $  67.3     $  10.7
    (Decrease) in income taxes payable      ($  11.5)   ($   7.4)   ($   4.1)
    Net increase in other items              $   2.0     $   3.2    ($   1.2)
                                            ---------   ---------   ---------
    Cash Flows from Operating Activities     $ 221.7     $ 189.5     $  32.2
                                            ---------   ---------   ---------

    Cash Flows from (Used in) Financing Activities

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                               Q4/07       Q4/06     in cash

    Cash Flows from (used in) Financing
     Activities                             ($  59.3)   ($  22.7)   ($  36.6)

    Cash Flows from (used in) Financing Activities were $36.6 million higher
in Q4/07 compared with Q4/06 due to:

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                               Q4/07       Q4/06     in cash

    (Decrease) in obligation under capital
     lease                                  ($   0.2)   ($   0.2)          -
    Proceeds from exercised options          $   0.1     $   0.1           -
    Dividends paid on common shares         ($  25.4)   ($  22.6)   ($   2.8)
    Repurchase of common shares under NCIB  ($  33.8)          -    ($  33.8)
                                            ---------   ---------   ---------
    Cash Flows from (used in) Financing
     Activities                             ($  59.3)   ($  22.7)   ($  36.6)
                                            ---------   ---------   ---------


     (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                                2007        2006     in cash

    Cash Flows from (used in) Financing
     Activities                             ($ 207.4)   ($  85.8)   ($ 121.6)

    Cash Flows from (used in) Financing Activities were $121.6 million higher
in 2007 compared with 2006 due to:

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                                2007        2006     in cash

    (Decrease) in obligation under capital
     lease                                  ($   0.7)   ($   0.9)    $   0.2
    Proceeds from exercised options          $   4.4     $   5.3    ($   0.9)
    Dividends paid on common shares         ($ 103.5)   ($  90.2)   ($  13.3)
    Repurchase of common shares under NCIB  ($ 107.6)          -    ($ 107.6)
                                            ---------   ---------   ---------
    Cash Flows from (Used in) Financing
     Activities                             ($ 207.4)   ($  85.8)   ($ 121.6)
                                            ---------   ---------   ---------


    Cash Flows from (Used in) Investing Activities

    (in millions of dollars)
                                                                    Increase
                                                Q4/07      Q4/06     in cash

    Cash Flows from (used in) Investing
     Activities                              $  13.4    ($  56.6)    $  70.0

    Cash Flows from Investing Activities were $70.0 million higher in Q4/07
compared with Q4/06 due to:

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                               Q4/07       Q4/06     in cash

    Capital expenditures primarily related
     to technology investments and leasehold
     improvements                           ($   1.9)   ($   0.6)   ($   1.3)
    Acquisitions (net of cash acquired)            -    ($  53.7)    $  53.7
    Additions to intangible assets including
     TSX Quantum internal development costs ($   2.2)          -    ($   2.2)
    Net sale (purchase) of marketable
     securities                              $  17.5    ($   2.3)    $  19.8
                                            ---------   ---------   ---------
    Cash Flows from (used in) Investing
     Activities                              $  13.4    ($  56.6)    $  70.0
                                            ---------   ---------   ---------


    (in millions of dollars)
                                                                    Increase
                                                2007        2006     in cash

    Cash Flows from (used in) Investing
     Activities                              $   2.1    ($  95.2)    $  97.3

    Cash Flows from Investing Activities were $97.3 million higher in 2007
compared with 2006 due to:

    (in millions of dollars)
                                                                    Increase/
                                                                   (decrease)
                                                2007        2006     in cash

    Capital expenditures (net proceeds on
     disposal) primarily related to
     technology investments and leasehold
     improvements                           ($   6.5)   ($   4.2)   ($   2.3)
    Payments related to option to purchase
     NetThruPut Inc. shares                 ($  10.3)          -    ($  10.3)
    Acquisitions (net of cash acquired)     ($   8.2)   ($  53.7)    $  45.5
    Additions to intangible assets
     including TSX Quantum internal
     development costs                      ($   6.2)          -    ($   6.2)
    Net sale (purchase) of marketable
     securities                              $  33.3    ($  37.3)    $  70.6
                                            ---------   ---------   ---------
    Cash Flows from (used in) Investing
     Activities                              $   2.1    ($  95.2)    $  97.3
                                            ---------   ---------   ---------
    

    Financial Statements Governance Practice

    The Finance & Audit Committee of the Board of Directors of TSX Group Inc.
reviewed this press release as well as the 2007 audited consolidated financial
statements and Management's Discussion and Analysis (MD&A), and recommended
they be approved by the Board of Directors. Following review by the full
Board, the financial statements, MD&A and the contents of this press release
were approved.

    Consolidated Financial Statements

    TSX Group's 2007 audited consolidated financial statements have been
prepared in accordance with Canadian generally accepted accounting principles
(GAAP) and are reported in Canadian dollars. The financial information in this
press release is in Canadian dollars unless otherwise indicated and is based
on financial statements prepared in accordance with Canadian GAAP, unless
otherwise noted.
    TSX Group expects to file its 2007 audited consolidated financial
statements and MD&A with Canadian securities regulators today, after which
time the statements and related MD&A may be accessed through www.sedar.com, or
on the TSX Group website at www.tsx.com. We are not incorporating information
contained on the website in this press release. In addition, copies of these
documents will be available upon request, at no cost, by contacting TSX Group
Investor Relations by phone at (416) 947-4277 or by e-mail at
shareholder@tsx.com.

    Non-GAAP Financial Measures

    In April 2007, TSX Group began to bill Toronto Stock Exchange customers
for initial and additional listing fees. Prior to this date, these fees were
paid upon the listing or reserving of securities which is still the practice
on TSX Venture Exchange. With the adoption of a new system, there is now a lag
between when securities are issued or reserved and when these listing fees are
paid for Toronto Stock Exchange listed issuers. In order to reflect this
change, we have adopted the terms issuer services fees billed, initial listing
fees billed and additional listing fees billed. These terms replace "listing
fees received", "initial listing fees received" and "additional listing fees
received", which have been used in previous financial reporting. The
composition of these measures, however, is unchanged.
    Certain measures used in this press release, specifically issuer services
fees billed, initial listing fees billed and additional listing fees billed do
not have standardized meanings prescribed by Canadian GAAP and therefore are
unlikely to be comparable to similar measures presented by other issuers. We
present these measures as an indication of how initial and additional listing
activity and the fees billed for listing or reserving securities, impact the
financial performance and cash flows of our business. Management uses these
measures to assess the effectiveness of our strategy to serve our listed
issuers and grow the listings portion of our business.
    We present earnings per share prior to a reduction in the value of the
future tax asset as an indication of operating performance exclusive of tax
charges, which primarily relate to lower federal corporate income tax rates
and other adjustments. This measure is unlikely to be comparable to similar
measures presented by other issuers. Management uses this measure to assess
financial performance excluding non-cash items such as the reduction of the
future tax asset.

    Forward-Looking Information, Risks and Uncertainties

    This press release contains "forward looking information" (as defined in
applicable Canadian securities legislation) that is based on expectations,
estimates and projections as of the date of this press release. Often, but not
always, such forward looking information can be identified by the use of
forward looking words such as "plans", "expects", "is expected", "budget",
"scheduled", "targeted", "estimates", "forecasts", "intends", "anticipates",
"believes", or variations or the negatives of such words and phrases or
statements that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved or not be taken, occur or be
achieved. Forward looking information involves known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of TSX Group to be materially different from any
future results, performance or achievements expressed or implied by the
forward looking information in this press release.
    Examples of such forward looking information in this press release
include, but are not limited to factors relating to stock exchanges and the
business, financial position, operations and prospects of TSX Group, which are
subject to significant risks and uncertainties, including competition from
other exchanges or marketplaces, including alternative trading systems, new
technologies and other sources, on a national or international basis;
dependence on the economy of Canada; failure to retain and attract qualified
personnel; geopolitical factors which could cause business interruption;
dependence on information technology; failure to implement our strategies;
changes in regulation; risks of litigation; failure to develop or gain
acceptance of new products; adverse effect of new business activities;
dependence of trading operations on a small number of clients; the risks
associated with NGX's clearing operations; the risks associated with the
credit of customers; cost structures being largely fixed; and dependence on
market activity that cannot be controlled. Actual results and developments are
likely to differ, and may differ materially, from those expressed or implied
by the forward looking information contained in this press release.
    Such forward looking information is based on a number of assumptions
which may prove to be incorrect, including, but not limited to, assumptions in
connection with business and economic conditions generally; exchange rates
(including estimates of the U.S. dollar - Canadian dollar exchange rate), the
level of trading and activity on markets, and particularly the level of
trading in TSX Group's key products; the continued availability of financing
on appropriate terms for future projects; productivity at TSX Group, as well
as that of TSX Group's competitors; market competition; research & development
activities; the successful introduction of new equity products; tax
benefits/charges; the impact on TSX Group of various regulations and
initiatives; TSX Group's ongoing relations with their employees; and the
extent of any labour, equipment or other disruptions at any of their
operations of any significance other than any planned maintenance or similar
shutdowns.
    While we anticipate that subsequent events and developments may cause our
views to change, we have no intention to update this forward looking
information, except as required by applicable law. This forward looking
information should not be relied upon as representing our views as of any date
subsequent to the date of this press release. We have attempted to identify
important factors that could cause actual actions, events or results to differ
materially from those current expectations described in forward looking
information. However, there may be other factors that cause actions, events or
results not to be as anticipated, estimated or intended and that could cause
actual actions, events or results to differ materially from current
expectations. There can be no assurance that forward looking information will
prove to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly, readers
should not place undue reliance on forward looking information. These factors
are not intended to represent a complete list of the factors that could affect
us. A description of the above-mentioned items and additional risk factors are
discussed in TSX Group's materials, including our 2007 Annual MD&A and annual
information form. Please see the risk factors outlined in the previously
mentioned documents, which risk factors are specifically incorporated by
reference, filed with the securities regulatory authorities in Canada from
time to time and the impact upon them of subsequently reported items.

    About TSX Group Inc.

    TSX Group operates Canada's two national stock exchanges, Toronto Stock
Exchange serving the senior equity market and TSX Venture Exchange serving the
public venture equity market, NGX, a leading North American exchange for the
trading and clearing of natural gas and electricity contracts and Shorcan, the
country's first fixed income inter-dealer broker. TSX Group also owns Equicom,
a leading provider of investor relations and related corporate communication
services in Canada. TSX Group is headquartered in Toronto and maintains
offices in Montreal, Calgary and Vancouver.
    TSX Group and Montréal Exchange Inc. (MX) previously announced that they
have agreed to combine their organizations to create TMX Group Inc., a leading
integrated exchange group, by means of an amalgamation. This press release
does not constitute an offer to sell or the solicitation of an offer to buy
any securities of TSX Group. Such an offer may only be made pursuant to a
management information circular filed with the securities regulatory
authorities in Canada and the United States in connection with the proposed
amalgamation. MX filed a management information circular with Canadian
provincial securities regulators on January 14, 2008 and TSX Group filed a
registration statement with the United States Securities and Exchange
Commission ("SEC") on January 14, 2008 which included the management
information circular. Investors and security holders are urged to read the
management information circular regarding the proposed business combination
because it contains important information in respect of the proposed
transaction. Investors may obtain a free copy of the management information
circular on SEDAR at www.sedar.com and a free copy of the registration
statement including the management information circular on the SEC's website
at www.sec.gov. The management information circular may also be obtained for
free on MX's website www.m-x.ca or by directing a request to MX.

    Teleconference / Audio Webcast

    TSX Group will host a teleconference / audio webcast to discuss the
financial results for fourth quarter and year ended 2007.

    Time: 5:00 p.m. - 6:00 p.m. EST on Wednesday, January 30, 2008.

    To teleconference participants: Please call the following number at least
15 minutes prior to the start of the event.

    
    Teleconference Number:   416-644-3416 or 1-800-733-7560

    AudioWebcast:            www.tsx.com, under Investor Relations

    Audio Replay:            416-640-1917 and 1-877-289-8525
                             The passcode for the replay is 21259196 followed
                             by the number sign.



    TSX Group Inc.
    Consolidated Balance Sheets
    (In thousands of dollars)
    December 31, 2007 and 2006

    -------------------------------------------------------------------------
                                                          2007          2006
    -------------------------------------------------------------------------

    Assets

    Current assets:
      Cash                                          $   53,398    $   37,018
      Marketable securities                            249,399       285,055
      Accounts receivable                               48,438        34,298
      Energy contracts receivable                      745,378       889,395
      Fair value of open energy contracts               74,907             -
      Prepaid expenses                                   6,561         2,914
      Future tax asset                                  22,840        25,095
    -------------------------------------------------------------------------
                                                    $1,200,921    $1,273,775

    Premises and equipment                              21,324        25,344
    Future tax asset                                   131,613       127,362
    Other assets                                        25,869        12,482
    Investment in affiliate                             11,731        11,357
    Intangible assets                                   66,578        62,652
    Goodwill                                            65,883        59,866
    -------------------------------------------------------------------------
                                                    $1,523,919    $1,572,838
    -------------------------------------------------------------------------


    Liabilities and Shareholders' Equity

    Current liabilities:
      Accounts payable and accrued liabilities      $   48,175    $   39,194
      Energy contracts payable                         745,378       889,395
      Fair value of open energy contracts               74,907             -
      Deferred revenue                                   6,484         6,468
      Deferred revenue - initial and additional
       listing fees                                     61,820        50,410
      Obligation under capital lease                       152           778
      Income taxes payable                               9,724        20,465
    -------------------------------------------------------------------------
                                                       946,640     1,006,710

    Accrued employee benefits liabilities               12,113        10,425
    Obligation under capital lease                          71           145
    Other liabilities                                   30,331        32,880
    Deferred revenue - initial and additional
     listing fees                                      362,854       295,723
    -------------------------------------------------------------------------
                                                     1,352,009     1,345,883
    Shareholders' Equity:
      Share capital                                    379,370       387,501
      Share option plan                                  5,060         3,942
      Deficit                                         (212,520)     (164,488)
    -------------------------------------------------------------------------
                                                       171,910       226,955

    -------------------------------------------------------------------------
                                                    $1,523,919    $1,572,838
    -------------------------------------------------------------------------



    TSX Group Inc.
    Consolidated Statements of Income
    (In thousands of dollars, except per share amounts)

    -------------------------------------------------------------------------
                                    Three Months Ended   Twelve Months Ended
                                         December 31,          December 31,
    -------------------------------------------------------------------------
                                       2007       2006       2007       2006
    -------------------------------------------------------------------------

    Revenue:
      Issuer services              $ 36,701   $ 28,261   $133,939   $108,483
      Trading and related            42,728     35,404    169,237    146,253
      Market data                    28,325     23,926    110,241     86,941
      Business services and other     3,437      3,434     11,307     11,170
    -------------------------------------------------------------------------
                                    111,191     91,025    424,724    352,847

    Expenses:
      Compensation and benefits      24,669     21,330     96,251     79,006
      Information and trading
       systems                        6,566      5,725     26,505     22,014
      General and administration     11,695      8,494     43,006     34,228
      Amortization                    4,248      3,737     15,838     13,048
    -------------------------------------------------------------------------
                                     47,178     39,286    181,600    148,296
    -------------------------------------------------------------------------

    Income from operations           64,013     51,739    243,124    204,551

    Income (loss) from investment
     in affiliate                       182         37        374        (82)
    Investment income                 4,004      4,926     13,899     14,425
    -------------------------------------------------------------------------

    Income before income taxes       68,199     56,702    257,397    218,894

    Income taxes                     37,760     21,586    108,700     87,370
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Net Income                     $ 30,439   $ 35,116   $148,697   $131,524
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Earnings per share:
    Basic                          $   0.46   $   0.51   $   2.19   $   1.92
    Diluted                        $   0.45   $   0.51   $   2.17   $   1.91



    TSX Group Inc.
    Consolidated Statements of Changes in Shareholders' Equity
    (In thousands of dollars)
    Years ended December 31, 2007 and 2006

    -------------------------------------------------------------------------
                                                          2007          2006
    -------------------------------------------------------------------------

    Common shares:
      Balance, beginning of year                    $  387,501    $  380,925
      Proceeds on options exercised                      4,416         5,296
      Cost of exercised options                          1,165         1,280
      Purchased under normal course issuer bid         (13,712)            -
    -------------------------------------------------------------------------
      Balance, end of year                             379,370       387,501

    Share option plan:
      Balance, beginning of year                         3,942         2,669
      Cost of exercised options                         (1,165)       (1,280)
      Cost of share option plan                          2,283         2,553
    -------------------------------------------------------------------------
      Balance, end of year                               5,060         3,942

    Deficit:
      Balance, beginning of year                      (164,488)     (205,799)
      Transitional adjustment                              621             -
      Net income                                       148,697       131,524
      Dividends on common shares                      (103,465)      (90,213)
      Purchased under normal course issuer bid         (93,885)            -
    -------------------------------------------------------------------------
      Balance, end of year                            (212,520)     (164,488)


    -------------------------------------------------------------------------
    Shareholders' equity, end of year               $  171,910    $  226,955
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



    TSX Group Inc.
    Consolidated Statements of Cashflow
    (In thousands of dollars)

    -------------------------------------------------------------------------
                                    Three Months Ended   Twelve Months Ended
                                         December 31,          December 31,
    -------------------------------------------------------------------------
                                       2007       2006       2007       2006
    -------------------------------------------------------------------------
    Cash flows from (used in)
     operating activities:
      Net income                   $ 30,439   $ 35,116   $148,697   $131,524
      Adjustments to determine
       net cash flows:
        Amortization                  4,248      3,737     15,838     13,048
        Unrealized loss on
         marketable securities          185          -      3,142          -
        (Income) loss from
         investment in affiliate       (182)       (37)      (374)        82
        Cost of share option plan       544        667      2,283      2,553
        Future tax asset             10,261     (2,252)    (3,060)   (12,608)
        Accounts receivable and
         prepaid expenses            (2,002)    (3,137)   (15,173)    (6,095)
        Energy contract
         receivables               (265,805)  (408,930)   144,017    114,925
        Other assets                 (2,929)       346     (3,122)       544
        Accounts payable and
         accrued liabilities         10,492    (24,858)     7,878    (11,144)
        Energy contract payables    265,805    408,930   (144,017)  (114,925)
        Deferred revenues            (1,573)    (1,077)    78,027     67,346
        Long-term accrued and
         other liabilities            1,918     26,318       (907)    11,709
        Income taxes payable          1,824      3,344    (11,549)    (7,431)
    -------------------------------------------------------------------------
                                     53,225     38,167    221,680    189,528

    Cash flows from (used in)
     financing activities:
        Reduction in obligation
         under capital lease           (174)      (207)      (786)      (838)
        Proceeds on options
         exercised                       56        134      4,416      5,296
        Purchased under normal
         course issuer bid          (33,793)         -   (107,597)         -
        Dividends on Common shares  (25,352)   (22,575)  (103,465)   (90,213)
    -------------------------------------------------------------------------
                                    (59,263)   (22,648)  (207,432)   (85,755)

    Cash flows from (used in)
     investing activities:
        Additions to premises
         and equipment               (1,873)      (608)    (6,504)    (4,228)
        Purchase of option to
         acquire NetThruPut Inc.          -          -    (10,265)         -
        Acquisitions, net of
         cash acquired                    -    (53,704)    (8,142)   (53,704)
        Additions to intangible
         assets                      (2,195)         -     (6,225)         -
        Marketable securities        17,523     (2,260)    33,268    (37,308)
    -------------------------------------------------------------------------
                                     13,455    (56,572)     2,132    (95,240)
    -------------------------------------------------------------------------

    Increase (decrease) in cash       7,417    (41,053)    16,380      8,533
    Cash, beginning of period        45,981     78,071     37,018     28,485
    -------------------------------------------------------------------------
    Cash, end of period            $ 53,398   $ 37,018   $ 53,398   $ 37,018
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



    TSX GROUP INC.

    Market Statistics(*)

    (Unaudited)
    -------------------------------------------------------------------------
                                    Three months ended         Year ended
                                         December 31           December 31
    -------------------------------------------------------------------------
                                       2007       2006       2007       2006
    -------------------------------------------------------------------------

    Toronto Stock Exchange:
      Volume (millions)            24,726.3   21,846.0   96,109.0   82,049.9
      Value ($ billions)              439.7      367.7    1,697.2    1,416.1
      Transactions (000s)          34,143.3   24,069.4  118,578.2   85,651.9
      Issuers Listed                  1,613      1,598      1,613      1,598

      New Issuers Listed:                52         46        207        197
        Number of Initial Public
         Offerings                       27         24         99        108
        Number of graduates from
         TSX Venture/NEX                 15         20         72         67
      New Equity Financing:
       ($ millions)                11,728.6   13,013.5   47,613.9   41,793.4
        Initial Public Offering
         Financings ($ millions)    2,627.7    1,885.2    7,321.3    9,927.2
        Secondary Offering
         Financings(1)
         ($ millions)               5,911.8    6,448.1   23,157.7   19,513.4
        Supplementary Financings
         ($ millions)               3,189.1    4,680.2   17,134.9   12,352.8
      Market Cap of Issuers Listed
       ($ billions)                 2,095.3    2,061.3    2,095.3    2,061.3
      S&P/TSX Composite Index(2)
       Close                       13,833.1   12,908.4   13,833.1   12,908.4


    TSX Venture Exchange:(3)
      Volume (millions)            15,138.2    9,445.0   53,147.4   37,674.5
      Value ($ millions)           11,378.7    7,968.1   44,970.4   33,277.9
      Transactions (000s)           2,235.6    1,595.2    8,675.1    6,487.2
      Issuers Listed                  2,338      2,244      2,338      2,244

      New Issuers Listed                 87         49        273        186
      New Equity Financing:
       ($ millions)                 2,923.3    2,182.8   11,652.4    8,047.8
        Initial Public Offering
         Financings ($ millions)      207.4       98.7      532.7      369.7
        Secondary Offering
         Financings(1) ($ millions) 2,715.9    2,084.1   11,119.7    7,678.1
      Market Cap of Issuers Listed:
       ($ billions)                    58.5       55.3       58.5       55.3
      S&P/TSX Venture Composite
       Index(2) Close               2,839.7    2,987.1    2,839.7    2,987.1

    Toronto Stock Exchange and
     TSX Venture Exchange:
      Professional and Equivalent
       Real-time Data
       Subscriptions                160,413    139,031    160,413    139,031

    (1) Secondary Offering Financings includes prospectus offerings on both a
        treasury and secondary basis.

    (2) S&P is a trade-mark owned by The McGraw-Hill Companies, Inc. and is
        used under license.

    (3) TSX Venture Exchange market statistics do not include data for debt
        securities. 'New Issuers Listed' and 'S&P/TSX Venture Composite Index
        Close' statistics exclude data for issuers on NEX. All other TSX
        Venture Exchange market statistics include data for issuers on NEX,
        which is a board that was established on August 18, 2003 for issuers
        that have fallen below TSX Venture's listing standards (162 issuers
        at December 31, 2007 and 164 issuers at December 31, 2006).

    (*) Certain comparative figures have been restated.



    SUPPLEMENTARY INFORMATION ON DEFERRED REVENUE - INITIAL AND ADDITIONAL
    LISTING FEES(1)
    As at December 31, 2007
    (Unaudited)

    (in millions of dollars)
    -------------------------------------------------------------------------

    Future amortization of deferred revenue - initial and additional listing
    fees

    -------------------------------------------------------------------------
                    Q1           Q2           Q3           Q4     Total Year
    -------------------------------------------------------------------------
    2008           15.6         15.5         15.4         15.3          61.8
    2009           15.2         15.1         14.9         14.8          60.0
    2010           14.7         14.6         14.4         14.3          58.0
    2011           14.1         14.0         13.8         13.5          55.4
    2012           13.3         12.9         12.6         12.4          51.2
    2013           12.0         11.8         11.3         10.8          45.9
    2014           10.3          9.8          9.3          8.7          38.1
    2015            8.2          7.5          6.9          6.5          29.1
    2016            5.9          5.1          4.3          3.7          19.0
    2017            2.9          2.0          1.0          0.3           6.2

       Total deferred revenue - initial and additional listing fees  $ 424.7

    Note: only includes initial and additional listing fees billed up to
    December 31, 2007 (and is calculated based on an estimated service period
    of ten years)

    (1) Please refer to Forward-Looking Information, Risks and Uncertainties
    





For further information:

For further information: Steve Kee, Director, Corporate Communications,
TSX Group, Office: (416) 947-4682, E-Mail: steve.kee@tsx.com; Paul Malcolmson,
Director, Investor and Public Relations, TSX Group, Office: (416) 947-4317,
E-Mail: paul.malcolmson@tsx.com


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