NYSE Introduces Non-refundable Initial Listing Application Fee | Practical Law

NYSE Introduces Non-refundable Initial Listing Application Fee | Practical Law

The NYSE introduced an initial application fee for issuers applying to list an equity security on the NYSE.

NYSE Introduces Non-refundable Initial Listing Application Fee

Practical Law Legal Update 5-522-6529 (Approx. 3 pages)

NYSE Introduces Non-refundable Initial Listing Application Fee

by PLC Corporate & Securities
Published on 27 Nov 2012 • USA (National/Federal)
The NYSE introduced an initial application fee for issuers applying to list an equity security on the NYSE.
On November 20, 2012, the NYSE amended Sections 902.02 and 902.03 of its Listed Company Manual to introduce an initial non-refundable application fee of $25,000 for issuers applying to list an equity security on the NYSE, with certain exceptions. If the issuer ultimately lists on the NYSE, the initial application fee is applied towards the issuer's applicable listing fees.
Under the amendments, if an issuer pays an initial application fee but does not immediately list its equity security, it will not need to pay another initial application fee to later list the security if the issuer either:
  • Has a registration statement for the security on file with the SEC.
  • Withdrew its registration statement and then refiles a registration statement for the security within 12 months of the withdrawal.
The initial application fee will be waived for issuers:
  • Applying to list within 36 months of emerging from bankruptcy, if they did not have a listed security on a national securities exchange during that period.
  • Relisting a class of stock registered under the Exchange Act that was delisted from a national securities exchange, if the delisting was:
    • within the previous 12 months; and
    • due to the issuer's failure to file a required periodic report with the SEC or other appropriate regulatory authority.
  • Transferring the listing of any class of equity securities from any other national securities exchange.
An issuer will not be entitled to a fee waiver when applying to list any class of securities if its primary class of common stock remains listed on another national securities exchange.
This rule change is effective on filing with the SEC. While the NYSE will immediately reflect the changes in its Listed Company Manual, the increased fees will not be implemented until January 1, 2013.
For more on securities exchanges and how to select the proper exchange, see Practice Note, Selecting a US Securities Exchange.