中概股赴美上市新选择：为何越来越多企业走向OTC？

Core Viewpoint - The OTC market is emerging as a viable alternative for Chinese companies seeking to list in the U.S., offering more flexible listing conditions compared to traditional exchanges like NASDAQ and NYSE. Group 1: Financial Conditions - The OTC market has no strict profitability requirements, allowing companies in R&D or market expansion phases to attract early investors based on their innovative potential and technological advantages [1] - NASDAQ requires a minimum cumulative pre-tax income of $11 million over the last three years and at least $2.2 million in the last two years, which poses a significant barrier for many high R&D investment companies [1] Group 2: Market Capitalization and Cash Flow - NASDAQ typically mandates a minimum market capitalization of $75 million and certain cash flow standards, while the OTC market does not impose uniform hard requirements, thus providing access for smaller companies with unstable cash flows but growth potential [2] Group 3: Share Structure and Shareholder Distribution - The OTC market has lower public shareholding and shareholder number requirements compared to NASDAQ, which requires a public market value of at least $125 million and at least 400 shareholders holding over 100 shares [4] - This flexibility allows companies to focus more on business development without excessive early-stage equity dilution [4] Group 4: Compliance and Information Disclosure - The OTC market offers a simplified disclosure process, reducing compliance costs and allowing companies to allocate more resources to operations and development, in contrast to NASDAQ's strict and complex disclosure requirements [7] Group 5: Corporate Governance - The OTC market provides more transitional space for corporate governance, allowing companies to gradually improve their governance structures, unlike NASDAQ, which has specific requirements for independent board members and committee setups [8] Group 6: Summary of OTC's Position and Value - Overall, the OTC market is more inclusive in terms of profitability thresholds, market capitalization requirements, share flexibility, and compliance costs compared to traditional exchanges [10] - For Chinese companies, the OTC market serves as a flexible international capital starting point, a bridge connecting early-stage companies with global funding, and a strategic channel for growth, transition, and sustainable expansion [10]