The NASDAQ received SEC approval to increase its listing fees and add services. The company will begin providing new-release distribution and internet broadcasts at no extra charge. Listing fees will rise with the largest increase from $75K to $95K per year for companies with more than 150 million shares outstanding. Companies with 50 to 75 million shares will only see a 1.2% increase.
While the rise in fees is modest and barely news, it is a sign of changes in the public markets. With listing fees running into the high 5 figures (and more for some companies), the high costs of shareholder communications, and the additional expense of Sarbanes-Oxley compliance, being a public company is extremely expensive. I think it's one of the reasons that private equity will continue to boom: Taking a company private slashes a ton of costs just by removing the glare that comes with being public. Managers may also be getting fed up. According to a piece from Reuters:
"Many of North America's biggest companies are finding it hard to hang on to their chief financial officers, often viewed as corporations' No. 2 executives. Experts say turnover of CFOs has increased and tenure has shortened as incumbents struggle with a multitude of issues that include mounting regulation and the demands of investors, boards and chief executives."
The number of CFO's who changed jobs in public companies in the United States and Canada increased more than 20% last year.
With the increased costs of being public and record availability of private companies, there are a lot of public companies out there that just don't have a compelling reason for being public.
As investors, I think we have an opportunity to profit from this: Seek out companies that are undervalued and should be private. This tends to be companies with large amounts of free cash flow that could be used for interest payments after a going-private deal and strong balance sheets. After you've compiled a list of these companies, consider using the SEC's Edgar database to find companies where outside investors (e.g. hedge funds and private activist investors) have filed 13-D's, indicating ownership of greater than 5%. In many cases, these people will seek to get a company sold.
Here's my "Private Equity Watch" checklist that I use to find companies that I think are strong candidates for action. I've found many companies this way that did end up being taken private at substantial premiums to the current share price:
-Price/Cash Flow <15
-Price/Book Value < 1.25 (excluding intangible assets)
-Debt/Equity < 0.5
Outside investors who have filed 13-D's within the past 3 months, preferably those with track records of agitating for change and getting companies taken private.
These ratios are not at all firm, and are just there to give an idea of what I would be looking for. Let me know what you find!










