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How to launch it in the United States?

How does a company go public?

How to launch it in the United States?

Listing, or initial public offering, refers to the process in which a company issues additional shares to investors for the first time through a stock exchange in order to raise funds for corporate development.

To apply for listing, an application must be submitted to the stock exchange, which shall be reviewed and approved by the stock exchange in accordance with the law, and both parties shall sign a listing agreement.

Stock exchanges arrange the listing and trading of government bonds in accordance with the decisions of departments authorized by the State Council.

There are two main ways to go public in the United States: filing a registration application with the SEC and merging with an already publicly traded company.

The first listing model is the traditional IPO.

The traditional public listing method is to submit a registration application to the SEC for the initial public offering of securities.

During the IPO process, the company and its auditors, lawyers, and financial advisors will work together to determine the underwriters for the issuance, negotiate the underwriting agreement, and prepare to submit a registration application to the SEC.

Once the company selects an underwriter, it will sign an underwriting contract with them, clearly setting out the general terms of the IPO and the fees the underwriter will receive.

Fees generally include a combination of the following: an underwriting discount (the difference between the price at which the underwriters purchase the shares from the company and the price at which the company sells the shares to the investing public), options to purchase common stock, expense allowances, and the underwriter's right of first refusal in future financing transactions

.

Underwriting fees vary based on the size of each IPO.

In small offerings, the total cost is nearly 13% of the total offering proceeds, and in larger offerings, the fees are generally 8% or 10% of the total offering proceeds.

Once the underwriting agreement has been negotiated, the underwriters are required to submit a fee package to FINRA.

The second listing model is to merge with an already listed company through a reverse merger transaction.

The term "reverse merger" means that even if the listed company is technically a merging company, the merged company is actually a surviving company, and its management has gained control and its past financial statements have become a new company after the reverse merger is completed.

financial statements.

?In a reverse merger, the merged company and a publicly listed shell company will sign a stock exchange agreement or merger agreement. The shell company only has nominal assets or business.

These shell companies may be established for the purpose of merging with other companies, or they may be operating companies that have failed in business.

National stock exchanges in the United States, including the New York Stock Exchange and the Nasdaq Stock Exchange, will cancel the listing qualifications of non-operating companies.

Therefore, publicly listed shell companies are most commonly found on the over-the-counter trading system (OTCBB) or the pink paper market (Ping Sheets).

There are some people in the market who specialize in the identification and sales of shell companies.

The price to acquire a shell company usually consists of cash and a certain number of shares retained by existing shareholders.

The price depends on whether the shell company is listed on the OTCBB or the pink paper market; whether it is necessary to pay a certain fee for the shell company to meet the SEC listing application requirements; whether the shell company has contingent liabilities that may affect the Chinese operating enterprise after the reverse merger.

?Once the shell company is confirmed, the company will sign an agreement with the Chinese operating enterprise to make the reverse merger transaction effective.

This agreement enables shareholders of the operating company to transfer all or a majority of their shares to the shell company.

In exchange, the shell company issues its shares to these shareholders.

Finally, the shareholders of the Chinese operating enterprise own the majority of the equity of the shell company, and the operating enterprise becomes a subsidiary of the shell company.