Subject: Listing Requirements SC
The following is a summary of the requirements for being listed on the NASDAQ
SmallCap Market(sm) as well as for moving up to the NASDAQ National Market(R).
Listing requirements for the NASDAQ SmallCap Market(sm):
Summary of minimal financial requirements for initial listing:
$4 Million in Total Assets
$2 Million in Total Stockholders' Equity
A public float of 100,000 shares
A $1 Million Market Value for the public float
300 Shareholders
A $3 minimum bid price
At least two Market Makers
Registration under Section 12(g) of the Securities Exchange Act of 1934 or equivalent
(There is a temporary exemption for initial public offerings.)
Summary of maintenance requirements:
$2 Million in Total Assets
$1 Million in Total Stockholders' Equity
A public float of 100,000 shares
A $200,000 Market Value for the public float
300 Shareholders
A $1 minimum bid price *
At least two Market Makers
Registration under Section 12(g) of the Securities Exchange Act of 1934 or equivalent
* If the $1 minimum bid price requirement is not met, the issuer will continue to qualify if the value of the public float is at least $1 million and capital and surplus is at least $2 million.
"A deficiency for market value of public float, market makers, and bid price will be determined if the issuer fails any of these requirements for 10 consecutive days. If failure of any of the 10-day test occurs, the issuer will be notified promptly and will be given 30 calendar days to comply with the market maker criteria and 90 days to comply with the bid price or market value of public float requirements."
Listing requirements for the NASDAQ National Market(R):
Summary of minimal financial requirements for initial listing:
Alternative 1:
$4 Million in Net Tangible Assets *
$400,000 in Net Income for the latest fiscal year or two of the last three fiscal years
$750,000 in Pretax Income for the latest fiscal year or two of the last three fiscal years
A public float of 500,000 shares
A $3 Million Market Value for the public float
A $5 minimum bid price
Number of shareholders:
800 if between 0.5 and 1 million shares are publicly held
400 if more than 1 million shares are publicly held
400 if more than 0.5 million shares are held and average daily volume is in excess
of 2,000 shares
At least two Market Makers
Registration under Section 12(g) of the Securities Exchange Act of 1934 or equivalent
Alternative 2:
$12 Million in Net Tangible Assets *
A public float of 1,000,000 shares
An Operating History of three years
A $15 Million Market Value for the public float
A $3 minimum bid price
400 shareholders
At least two Market Makers
Registration under Section 12(g) of the Securities Exchange Act of 1934 or equivalent
* Net Tangible Assets are the Total Assets excluding Goodwill minus Total Liabilities |