|
|||||||||||||||
|
||||||||||||||||||
Data:2009-12-12 2:34
In the December 30, 2006 article published in the last mentioned 2004,2005 stock market in the U.S. in the year about 107 Chinese companies, only 21 ways to IPO market, there are at least 86 uses of the shell Listing way, accounting for the same period the proportion of China's listed companies in the United States more than 80%. In view of so many enterprises to adopt RTO approach in the United States, from the beginning of this article, we will be listing the pros and cons in this manner, operational skills and listing of the results in areas such as systems analysis.
Since the Securities Act of 1933 and the Securities Exchange Act of 1934, promulgated in the United States has mainly taken in the United States in two ways: initial offerings and issuance (IPO) and listing a shell company (and the recent completion of financing, also known as APO). According to the multi-statistics show that since 2000 all listed companies in the United States (including the United States companies), more than 50% of the way a shell listed.
First of all, we are listing in the United States two major methods for comparison.
1. Listed companies to be conditions:
United States of various exchanges and trading markets, listing requirements
From the table view, IPO in the NASDAQ National Market listing threshold is not high, in China within the less there are currently more than 3,000 companies meet the conditions, but the reality is that the U.S. IPO market's listing requirements are often than their listed companies out much higher. A recent case shows that Chinese companies listed on the previous year's sales and profits were more than 500 million yuan and 5,400 yuan, still use methods in the OTCBB market, listed on a shell, and in just one year time, the cumulative 60 million financing U.S. dollars (about 80 million yuan RMB 400 million), the listed effects are not worse than the IPO.
Of different sizes, different industries and enterprises according to their specific circumstances take a different approach to market. Judging from the current situation in the U.S. stock market perspective, the general way in the United States IPO listing of Chinese enterprises in traditional industries were relatively large in size, of course, there are some small high-tech or high growth companies listed on the completion of the IPO and the desired effect. Learn more about these companies, we found that these companies prior to listing most of the IPO has been involved in an international venture capital, risk capital involved in business over a period of time after the operation just completed listing. Pre-venture capital, particularly venture capital involvement in international business at the time paid the cost of equity is relatively high.
Based on the U.S. market realities, for the majority want the U.S. listed Chinese SMEs, the IPO may be done in the United States than in China or Hong Kong-listed even more difficult. RTO requirements for enterprise is relatively lower.
2. Roughly the cost and time of pre-listing
According to the enterprise's own situation, the time required in the U.S. IPO market is generally 18-24 months or so; initial cost of roughly 120-250 million U.S. dollars, of which:
American lawyer fees - 40-800000 U.S. dollars;
Chinese lawyers fees - 5-100000 U.S. dollars;
Assessment Fee - 5-100000 U.S. dollars;
Financial audit fees - 35-600000 U.S. dollars;
Securities business costs - 10-300000 U.S. dollars;
Financial printing costs - 5-150000 U.S. dollars;
The Application Fee - 2-50000 U.S. dollars;
Stock records and conversion costs - 5-150000 U.S. dollars;
Listing fees - 10-150000 U.S. dollars;
The annual fee the first year - from 2.5 to 75,000 U.S. dollars;
Road shows and other travel costs - 5-150000 U.S. dollars.
The normal shell or APO general public for six months to complete, pre-fees ranged from 65 million and one million U.S. dollars, depending on the company's basic situation. Of course, currently on the market, some financial advisers to advance all the listed companies can pre-fees, pre-market companies do not need to come up with a penny. This is one of the traps, the long-term consequences and far-reaching impact on the business, we are in the following articles and discussion will be devoted to the.
3. Success rate:
Since 2000, the overall success rate of the U.S. IPO market is about 70%, miscarriage rate is about 30%. Listed abortion has a variety of reasons, including the following: the stock market as a whole environment and changes in overall strength of underwriters, corporate financial position and changes in business and management background and credit conditions, the management of the public understanding of and preparedness and so on. Once the IPO market failures, corporate, any pre-paid fees will not be able to recover, in some cases, the loss can exceed millions of dollars. At the same time, as a result of companies listed on the reasons for fragmentation, the professional operation team, the actual input often exceeds the fees paid by enterprises, thus creating legal and economic disputes.
On the other hand, RTO operation is relatively simple, listing success rate of close to 100%. RTO also need to face a number of other pitfalls and risks, we will be in the subsequent articles introduced and discussed.
4. Listing market:
IPO in general directly in the motherboard market listing, while the shell is now listed on OTCBB market transactions in general in the first, and then transferred to the Main Board. IPO listing time 18-24 months, we have decided cases, a shell into the motherboard market for listing and completed within a year. For the better qualified enterprises, listed shell companies to fully reflect the value of the stock, and promptly transferred to the Main Board of the United States can be achieved.
5. Financing:
The high cost of pre-IPO market, the need for a long time have a higher miscarriage risk, but the benefits are listed at the same time, enterprises can obtain financing first, that market and financing sync.
RTO pre-low-cost, short time, high success rate. However, the traditional mode of operation of an enterprise RTO complete listing of shares through a period of time to promote the stock price and the market reaches a certain level of trading volume after the Bank financing, the financing before the pre-listed companies except to pay costs, need to continue to pay the maintenance costs of listed companies. Public financing has increased after a number of uncertainties.
To sum up, IPO and RTO has its own advantages and disadvantages of the advantages.
IPO market to raise funds in the market at the same time, avoiding the traditional RTO, while not widespread public financing, follow-up to financial uncertainty and other disadvantages; the same time, IPO directly on the motherboard are normally completed in one step after the listing of business success, the United States Main Board listed company. However, IPO is also very obvious shortcomings of the way, the listing requirements of high market a long time and the high cost of listing, a listed uncertainty of the success of large (greater likelihood of abortion) and other factors are restricting the success of Chinese enterprises in the United States through the IPO, listing.
RTO Despite separation of the listing and financing of the uncertainty, the listed methods may also face some pitfalls and risks, but time is short, low cost, the advantages of high success rate is quite obvious. Moreover, with the address of the listing and financing methods are not synchronized emergence of APO, RTO is undoubtedly a real qualified enterprises in the United States under the conditions of the existing laws and regulations, visit the U.S. capital markets, a shortcut. (Shenzhen City, a high cross-Venture Capital Management Co., Ltd. Lu Shao-Ping Hu Wei)
