SEC Approves New Rules to Toughen Listing Standards for Reverse Merger Companies

The Securities and Exchange Commission ("SEC") has approved new rules of NASDAQ, NYSE, and NYSE Amex that toughen the standards that companies going public through a reverse merger must meet to become listed on those exchanges. Reverse mergers permit private companies, including those located outside the U.S., to access U.S. investors and markets by merging with an existing public shell company. Specifically, the new rules would prohibit a reverse merger company from applying to list until: (i) the company has completed a one-year “seasoning period” by trading in the U.S. over-the-counter market or on another regulated U.S. or foreign exchange following the reverse merger, and filed all required reports with the Commission, including audited financial statements; and (ii) the company maintains the requisite minimum share price for a sustained period, and for at least 30 of the 60 trading days, immediately prior to its listing application and the exchange’s decision to list.

Originally Published: 
09/11/2011