“Choose well, your choice is brief, and yet endless.” – Johann Wolfgang von Goethe
In the most recent two installments we’ve discussed what it takes to list your small business on the NASDAQ and the NYSE MKT. The NASDAQ and the NYSE MKT are both the entry level of what are called listed exchanges. There is one additional exchange that is not a listed exchange – the Over The Counter Markets (OTC Markets).
Companies listed here are sometimes referred to as penny stocks. OTC Markets features a lot of startups you never have, nor will, hear of. It’s survival of the fittest out there — we can’t all win. After listing, some companies fold and others get bought for way less than they’d hoped for.
Every once in a while, the sun shines on select ones and they take off, get acquired by major companies, or launch themselves for growth and listings on other exchanges. From biotech companies working on stem cell treatments to bottled tea drinks, this marketplace has it all, but it lacks the amount and depth of regulation that NASDAQ and NYSE MKT companies enjoy.
Where To List
We help established and new small businesses list on three OTC Markets. They divide issuers into three (3) levels of quotation marketplaces: OTCQX, OTCQB and OTC Pink.
OTCQX U.S. is for smaller and high-growth U.S. companies that meet high financial and operating standards and are committed to building visibility in the investment community. Many OTCQX U.S. companies leverage this marketplace to support an eventual stock exchange listing.
The OTCQB Venture Marketplace is for entrepreneurial and development stage U.S. and international companies that are unable to qualify for OTCQX.
The OTC Pink, “The Open Marketplace” which involves the highest-risk, highly speculative securities, is further divided into three tiers: Current Information, Limited Information and No Information.
OTCQX U.S.: Companies must meet high financial standards, be current in their disclosure, and be sponsored by a professional third-party investment bank or attorney. A full list of qualifications can be found here.
The OTCQB Venture Marketplace: Eligibility requires companies to be current in their reporting and undergo an annual verification and management certification process. These standards provide a strong baseline of transparency, as well as the technology and regulation to improve the information and trading experience for investors. Companies must meet a minimum $0.01 bid price test and may not be in bankruptcy. Click here to learn more.
Newly applying entities must pay an initial application fee of $2,500, which fee is waived for existing OTCQB entities. All OTCQB companies will be required to pay an annual fee of $10,000.
All the exchanges make their money on listing fees and dues. We’re over-the-counter and above-board. Don’t be put off by that.
Remember fax machines? Lots of companies would aggressively send fact sheets to companies and trying to squeeze out a few hundred bucks a pop while their stock was maybe 10 cents a share. Plenty of pump-and-dumps happen in the OTC Market, even in the form of health scares, like the recent Zika virus.
Changes and Side Effects
OTC Markets unveiled changes to the quotations rule and standards for the OTCQB, which became effective July 10, 2015. The OTC Markets rule amendments will allow a company to use its required Regulation A+ ongoing reporting requirements to satisfy the initial and ongoing OTCQB disclosure requirements.
Concurrently with this substantive amendment, OTCQB has made clarifying general amendments to its listing standards for all listed and prospective OTCQB companies.
But if you play by the rules and keep your company clean, you might find the right investor and you could do very well on OTC Markets or use it as a launchpad to get listed on larger exchanges.
We’ve barely scratched the surface of listing on the OTC and we’ll probably revisit this NYSE MKT and NASDAQ again. I welcome your comments as to the topics you’d like us to explore in these markets.