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Monday, May 7, 2012NASDAQ Capital Markets Lowers Initial Listing Requirements to Benefit SmallCap Stock Listings
The NASDAQ Stock Market received approval from the SEC on April 18, 2012 to lower its initial listing requirements for its Capital Markets listing tier. The stated purposes of the changes were to allow NASDAQ to compete with the NYSE’s AMEX listing and to benefit Smallcap market entrants. We summarize the new standards below.
The existing rules required that a company seeking to list its securities on NASDAQ must comply with a host of quantitative and qualitative initial listing requirements, including, among others, a $4.00 per share minimum bid price requirement. Under the new rules, a company that does not meet the $4.00 per share minimum bid price requirement may still list its securities on NASDAQ if it meets all other initial listing requirements and:
• evidences the $3.00 minimum bid price and qualifies under the Equity or Net Income initial listing standards, or
• evidences the $2.00 minimum bid price and qualifies under the Market Value of Listed Securities initial listing standard.
Under the Equity Standard, a company must show stockholders’ equity of at least $5 million, market value of publicly held shares of at least $15 million and two-year operating history.
Under Net Income Standard, a company must show net income from continuing operations of $750,000 in the most recently completed fiscal year or in two of the three most recently completed fiscal years, stockholders’ equity of at least $4 million and market value of publicly held shares of at least $5 million.
Under the Market Value of Listed Securities Standard, a company must show market value of listed securities of at least $50 million (current publicly traded companies must meet this requirement and the price requirement for 90 consecutive trading days prior to applying for listing if qualifying to list only under the market value of listed securities standard), stockholders’ equity of at least $4 million and market value of publicly held shares of at least $15 million.
In order to avail itself of the alternative minimum initial bid price listing standard, the company must demonstrate that it has net tangible assets in excess of $2 million if the company has been in continuous operation for at least three years, or of $5 million if it has been in continuous operation less than three years.
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