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Strategies & Market Trends : Three Amigos Stock Thread -- Ignore unavailable to you. Want to Upgrade?


To: Sergio H who wrote (478)2/8/1998 4:48:00 PM
From: lostmymoney  Respond to of 29382
 
This is long, new requirements for Nasdaq. Also they are taking suggestions from investors on OTC BB stocks.

NEW NASDAQ CONTINUED LISTING REQUIREMENTS

On February 23, 1998, new continued listing requirements go into effect for
Nasdaq stocks. What does this mean for you?

If you own Nasdaq stocks which don't meet the new requirements (usually
very small companies), the stocks could end up on the OTC Bulletin Board
(OTCBB). Stocks which move to the OTCBB often suffer a decline in stock
price and decreased liquidity. Additionally, the companies will no longer
have to meet any Nasdaq qualitative and quantitative requirements. Although
moving to the OTCBB is generally not a good thing for stocks, with most
brokerages you can still trade OTCBB stocks just like Nasdaq stocks, so you
don't have to worry about whether you will be able to sell your OTCBB stock.

How can you tell if any of your Nasdaq stocks don't meet the new
requirements? We have a list of the new requirements on our web site at:
financialweb.com

Make sure you look at the new requirements and not the current (soon to be
old) ones. Also, you need to look at the requirements for the tier of
Nasdaq which your stock trades on - The Nasdaq SmallCap Market or The
Nasdaq National Market - since they have different requirements. To see if
your stock meets the requirements, you can look at the company's latest
financial statements filed in the SEC's EDGAR database at:
sec.gov

What exactly will happen on February 23? According to Nasdaq spokesman Reid
Walker, in some cases companies will be notified immediately about
delisting proceedings, while in other cases the companies will be given
time to get back into compliance. It depends on which listing requirements
were not met. For example, a Nasdaq SmallCap company not meeting the new
corporate governance standards would probably be notified immediately of
delisting proceedings, while a company not meeting the minimum $1 bid price
would be given more time. Companies which are notified about delisting
proceedings can request a hearing with Nasdaq which could buy the company
some more time to get back into compliance.

Two of the significant changes for The Nasdaq SmallCap Market are the
corporate governance standards, which used to be only for the Nasdaq
National Market, and the minimum $1 bid price. Previously, a stock could
trade under $1 as long as it met alternative requirements. These
alternative requirements will no longer exist. Under the new rules, a
company is not in compliance with the minimum price requirement when its
stock drops below $1.00 for 30 trading days. The company will be notified
of delisting proceedings unless the stock closes at $1.00 or more for ten
consecutive trading days, within 90 calendar days of falling out of
compliance. According to Reid Walker, on February 23, Nasdaq will look at
the previous 30 trading days for stocks under $1 at that time. The 90 day
clock for getting back into compliance begins after trading below $1 for 30
days, even if some of those 30 days were before February 23. The clock
begins immediately for stocks which were under $1 for the 30 days prior to
February 23. To avoid being delisted due to stock price, many companies
will use reverse splits to increase the price of their stocks. But this
will only work if the company meets all the other requirements as well.
Also, stocks that are reverse split often decline in price.

Nasdaq National Market stocks that don't meet the new continued listing
requirements will likely end up on either The Nasdaq SmallCap Market or the
OTC Bulletin Board. In order to move to The Nasdaq SmallCap Market, I was
told by Nasdaq that the company would have to meet the initial listing
requirements of The Nasdaq SmallCap Market rather than continued listing
requirements. However, Nasdaq seems to be willing to waive certain initial
listing requirements on occasion (such as minimum price), as long as the
company can eventually meet continued listing requirements.

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

PROPOSED RULE CHANGES FOR OTC EQUITY SECURITIES AND THE OTC BULLETIN BOARD

As we reported in December, the NASD's Board of Governors approved a series
of proposed changes for OTC stocks and the OTC Bulletin Board. NASD
Regulation is currently seeking comments from the public on these
proposals. If you have any opinions on the proposals, now is the time to
let the NASD know. The comment period only lasts until February 16, 1998 so
there's not much time left.

The proposals can be found at: nasdr.com

The proposal that will probably be of most interest to people is: 98-14
NASD Requests Comment On Limiting Quotations On Over-The-Counter Bulletin
Board (OTCBB) To Securities Of Reporting Issuers. You can access this
proposal directly at nasdr.com

If, after looking at the proposals, you'd like to e-mail any comments to
the NASD, you can send them to pubcom@nasd.com

According to Michael W. Robinson of the NASD, once the NASD evaluates the
comments they receive, they will submit the rule proposals to the
Securities and Exchange Commission (SEC). The SEC will then have its own
public comment period for the proposed rule changes. After that, the SEC
will make a decision on the rules. It is currently unknown how long this
process might take. And even after the rules are approved by the SEC,
existing OTC Bulletin Board companies will probably be given a period of
time to comply with the new rule requiring them to file their financial
statements with the SEC. Therefore, investors should have plenty of time
before they have to worry about their companies being removed from the OTC
Bulletin Board.

Here's a quick summary of the proposed changes:

- Allow only those companies that report their current financial
information to the SEC, banking, or insurance regulators to be quoted on
the OTC Bulletin Board. The rule proposal will provide for a phase-in
period for those securities already quoted on the OTC Bulletin Board.

- Require brokers, before they recommend a transaction in an OTC security,
to review current financial statements on the company they are recommending.

- Prior to the initial purchase of an OTC security, require that every
investor receive a standard disclosure statement (prepared by the NASD)
emphasizing the differences between OTC securities and other market-listed
securities.