If at the point DELFIN would consider an R/S — which IMO would occur after the R/M — would there be a need to R/S??? They'll still have ~100M shares available to trade at NQ mins of $2/3/4 dollars, still an attractive purchase price without the need to reduce the share count. Their 71% ownership @$2/3/4 would be $624M/$936M/$1.2B, so they're checking off the NQ requirement boxes (#4 below is my pick) in terms of Assets with Equity.
Without knowing what the float is — < 100,000,000 shares? — is it safe to assume this years accumulation line which has been steadily climbing, that Delfin 'friends and family' have been adding to their own accounts, all the while staying under 5% ownership? We don't know, will never know, but I'll assume, most likely.
OS - LNG: 248,186,474
OS - TELL: 240,522,514
OS - TGLO: 441,480,473
There are many smart people here on this board, so please help me to understand the need for an R/S, as it seems unnecessary. Talk of an R/S higher that 5:1 is absurd to me
NASDAQ REQs below
The Nasdaq has four sets of listing requirements. Each company must meet at least one of the four requirement sets, as well as the main rules for all companies.
Listing Requirements for All Companies
Each company must have a minimum of 1,250,000 publicly traded shares upon listing, excluding those held by officers, directors or any beneficial owners of more than 10% of the company. CHECK
In addition, the regular bid price at time of listing must be $4.00, and there must be at least three market makers for the stock. NOT YET
However, a company may qualify under a closing price alternative of $3.00 or $2.00 if the company meets varying requirements.
Each listing firm is also required to follow Nasdaq corporate governance rules 4350, 4351 and 4360.
Companies must also have at least 450 round lot (100 shares) shareholders, 2,200 total shareholders, or 550 total shareholders with 1.1 million average trading volume over the past 12 months. CHECK
In addition to these requirements, companies must meet all of the criteria under at least one of the following standards.
Standard No. 1: Earnings
The company must have aggregate pre-tax earnings in the prior three years of at least $11 million, in the prior two years at least $2.2 million, and no single year in the prior three years can have a net loss.
Standard No. 2: Capitalization with Cash Flow
The company must have a minimum aggregate cash flow of at least $27.5 million for the past three fiscal years, with no negative cash flow in any of those three years. In addition, its average market capitalization over the prior 12 months must be at least $550 million, and revenues in the previous fiscal year must be $110 million, minimum.
Standard No. 3: Capitalization with Revenue
Companies can be removed from the cash flow requirement of the second standard if its average market capitalization over the past 12 months is at least $850 million and revenues over the prior fiscal year are at least $90 million.
Standard No. 4: Assets with Equity
Companies can eliminate the cash flow and revenue requirements, and decrease its marketing capitalization requirements to $160 million if their total assets total at least $80 million and their stockholders' equity is at least $55 million.
A company has four ways to get listed on the Nasdaq, depending on the underlying fundamentals of the company. If a company does not meet certain criteria, such as the operating income minimum, it has to make it up with larger minimum amounts in another area, like revenue. This helps to improve the quality of companies listed on the exchange.
TGLO$$$
