In addition to IPO, China enterprises can also be listed on NASDAQ through reverse acquisition (backdoor listing). The so-called reverse takeover and listing means that domestic enterprises buy a listed company overseas as a "shell", and then the listed company reverse-acquires corporate entities outside Chinese mainland or Chinese mainland, and then the shell company realizes the refinancing function. Although the reverse acquisition and listing circumvents the domestic approval procedures, it is difficult and risky to inject assets into the business, and it is difficult to achieve the refinancing goal in the short term. For example, Yangling Bodison, a biotechnology company in Xi 'an, China, successfully landed on Nasdaq in this way and was successfully upgraded to the American Stock Exchange on August 25th, 2005.
In this way, once the "China Concept" company determines the Nasdaq listing method according to its own strength, it can realize the listing plan step by step. Generally speaking, if a China company wants to be listed on NASDAQ, it needs to go through the following steps: filing an application, waiting for a reply, obtaining legal recognition, the Redherring stage of prospectus, roadshow and pricing, and then the IPO and listing stage. As long as the company meets the requirements of listing on Nasdaq and can attract the attention of international investors, it is not difficult for the company to list on Nasdaq. Because Nasdaq is a mature market, as long as investors expect listed companies to bring them returns, they will definitely enthusiastically pursue the shares of this company. As long as investors actively subscribe, listed companies can obtain funds at a high price-earnings ratio on Nasdaq.
If a company wants to list on Nasdaq through reverse takeover, it will be a "long March" to obtain financing qualification. First of all, how to ensure that the company can buy high-quality "shell" resources under the condition of asymmetric information is a challenge for the company. Second, how to inject new business? How to ensure that the new business can be recognized by investors? In fact, it will be a challenge for China company to purchase the shell resources of the boss company, inject assets, and then improve the company's performance to achieve the effect of financing.
Of the 23 "China Concept" companies on Nasdaq, 19 chose IPO and 4 chose reverse repurchase. The way these listed companies choose to go public itself shows the preference of China enterprises for listing on NASDAQ: compared with the investment cost, the amount and risk of obtaining funds, IPO is a more rational choice than reverse repurchase.
Conditions for China enterprises to be listed on NASDAQ
(1) Prerequisites: Companies engaged in biochemistry, medicine, broadband, information, optical fiber, communication and manufacturing (including traditional industries) have been economically active for more than 65,438+0 years and have high growth potential.
(2) Negative conditions:
The net value of tangible assets must be above USD 654.38+USD 050,000.
The pre-tax income in the last year or the last three years has reached more than $6,543,800+0,000.
IPO shares must be issued in excess of 165438+ 10,000 shares.
The market value of listed securities must be between $8 million and $6.5438+0.8 million.
The minimum listing price per share is $5.
(III) Positive conditions: After being approved by the US Securities and Exchange Commission and NASD, more than 400 public shareholders are required to go public. According to the SEC Manual, the number of shares held by public shareholders needs to be greater than the whole share, and the whole share in the United States is the basic unit of circulation of 65,438+000 shares.
(4) Principle of good faith: There is a popular proverb in Nasdaq stock market: "Any company can go public, but time will tell everything" (any company can go public, but time will tell everything). This means that as long as the applicant company adheres to the principle of good faith, listing is a matter of time.
Benefits of overseas listing of enterprises
Low-cost financing quickly improves the competitiveness of enterprises.
Objectively speaking, the speed of issuing new shares in the domestic securities market is accelerating, and the scale of the stock market is expanding. However, if too many new shares are issued in the short term, it will inevitably have a negative impact on the secondary market. Subjectively speaking, there are many restrictions on issuing new shares in China. In order to expand the scale of production and operation and enhance international competitiveness, low-cost overseas listing will be a good choice for enterprises. In addition, compared with domestic listing, overseas listing has a shorter cycle and simpler procedures, which reduces the financing cost of enterprises from a comprehensive level.
Improve the corporate governance structure and modern enterprise system.
After domestic enterprises are listed overseas, overseas shareholders will protect their rights as investors according to the articles of association, and require listed companies to fulfill their obligations promised in the articles of association and disclose information timely and accurately, thus effectively preventing the occurrence of "insider control" and improving the management efficiency of the company.
Learning advanced technology and management experience from foreign countries, and learning advanced management experience from foreign companies through overseas listing in China, is of great benefit to comprehensively improve their own quality and enhance their international competitiveness in the environment of economic globalization. Enhance the image of enterprises in the international capital market
The overseas listing of domestic enterprises not only provides an information platform for foreign enterprises to understand domestic enterprises, but also creates a good start for domestic enterprises to go to foreign capital markets. By listing overseas, enterprises have invisibly improved their overseas reputation, which is conducive to enterprises to explore the international market and strive for preferential credit and services in foreign trade, creating favorable conditions for the all-round development of enterprises.
The listing process is simple and effective, and the financing plan can be completed in a short time. Because the listing procedure is relatively simple and the preparation time is short, qualified companies to be listed can generally achieve listing transactions within 1 year. This is very beneficial for China enterprises to grasp the business opportunities in the international securities market in time, complete the financing plan in a short time and obtain the funds needed for further development. In addition, the shortening of the preparation time for listing is also beneficial for listed companies to control the cost of overseas listing. In addition, there are other advantages: issuing shares in foreign securities markets, shareholders are scattered, issuers can use the raised funds more freely, and the risk of enterprises being controlled by new shareholders is reduced. Issuing shares in foreign securities markets can raise funds in various currencies to meet the demand for foreign exchange funds. Foreign securities markets have a wide range of funds and stocks are easy to issue, especially in the case of domestic financial austerity measures, which is very necessary. Refinancing after overseas listing is flexible and difficult, while the refinancing cost of domestic listed companies is relatively high and difficult. I hope you can find the answer.