American Stock The Leading Exchange for Small & Exchange Mid-Cap Companies
The Semi Annual Economic Conference
Tel Aviv, Israel
Equities Department
November 2006
Amex: The Most Diversified US Marketplace
The American Stock Exchange is the only primary exchange offering trading across three distinct business lines:
Equities
– Capable, supportive ally to small and mid-cap companies seeking increased visibility and institutional ownership – Listed companies range from innovative start-ups to those in the S&P 500 – Centralized trading routed through a single specialist firm ensures a fair and orderly market with enhanced depth and liquidity
Options
– One of the largest exchanges in the world for equity options trading
Exchange Traded Funds (ETFs)
– Created by the American Stock Exchange in 1993, ETFs are among the highest demand investment categories in the world
– Of the approximately 320 ETFs in existence, 187 trade on the Amex, representing over $235 billion in assets
Source: American Stock Exchange; FactSet Data as of 7/12/06
American Stock Exchange
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Amex Sectors
% Based on Total Number of Listed Companies
Utilities 1% Telecom m unication Services 2% Materials 13%
Consum er Discretionary 13%
Other 74%
Consum er Staples 5% Energy 11%
Health Care 15%
Information Technology 13%
Financials 13% Inform ation Technology 13% Health Care 15% Industrials 14%
28% of all Listed Companies on the Amex represent Information Technology and Health Care Sector
Source: American Stock Exchange; S&P; FactSet Research Systems Based on S&P GICS Classification System Data as of 08 /31/06
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American Stock Exchange
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Amex Listed Healthcare Companies
91 Healthcare companies currently listed on Amex. 15% of Amex companies are in the Healthcare sector.
IVAX Corp / TEVA Merger
– IVAX Amex has been listed since 1987, grew to 8 billion dollar market capitalization. – Largest ever Israeli M&A, created the worlds largest generic pharmaceutical company.
Healthcare Compaines Relative Spread (%)
4.20%
1.60%
1.60%
Amex
Nasdaq GM
Nasdaq CM
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American Stock Exchange
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Amex Listed Healthcare Companies *
As of August 31, 2006
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Symbol ANX AKN KAD BIO BVX CPD CNU COR DIL ESC FVE HTI HEB HH DMX ISV ILI IMA ILE JAV LCI MCU MDV MDF BUF NHC PRZ PTN DDD SVA YMI
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Company Name ADVENTRX Pharmaceuticals Inc. Akorn Inc. Mojave Southern Inc. Bio-Rad Laboratories Inc. Bovie Medical Corp. Caraco Pharmaceutical Laboratories Inc. Continucare Corp. Cortex Pharmaceuticals Inc. Dyadic International Inc. Emeritus Corp. Five Star Quality Care Inc. Halozyme Therapeutics Inc. Hemispherx Biopharma Inc. Hooper Holmes Inc. I-Trax Inc. InSite Vision Inc. Interleukin Genetics Inc. Inverness Medical Innovations Inc. Isolagen Inc. Javelin Pharmaceuticals Inc. Lannett Co. Inc. Medicure Inc. Medivation Inc. Metropolitan Health Networks Inc. Minrad International Inc. National Healthcare Corp. PainCare Holdings Inc. Palatin Technologies Inc. SCOLR Pharma Inc. Sinovac Biotech Ltd. YM BioSciences Inc.
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Symbol AIS BSM CVM CMD GTF DXR ELI EAR HEM IDP IMM INO IPA LRP MHA MRY MII NVD PME PMD QD QSC RGX RGN RVP LIV SGN SSY TTP TTG REX
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Company Name Antares Pharma Inc. BSD Medical Corp. CEL-SCI Corp. Criticare Systems Inc. Cytomedix Inc. Daxor Corp. Elite Pharmaceuticals Inc. HearUSA Inc. HemoSense Inc. Idera Pharmaceuticals Inc. Immtech Pharmaceuticals Inc. Inovio Biomedical Corp. Interpharm Holdings Inc. Lorus Therapeutics Inc. Manhattan Pharmaceuticals Inc. Memry Corp. ALD Services Inc. NovaDel Pharma Inc. PreMD Inc. Psychemedics Corp. QuadraMed Corp. Questcor Pharmaceuticals Inc. Radiologix Inc. RegeneRX Biopharmaceuticals Inc. Retractable Technologies Inc. Samaritan Pharmaceuticals Signalife Inc. SunLink Health Systems Inc. Titan Pharmaceuticals Inc. Tutogen Medical Inc. ViRexx Medical Corp.
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Symbol AXK ADH ALT ADL AMS HRT APY BPA KAL CTE CLN CTU DIO ECI IMX IOX IVD LMZ MZT MPP NEP ONI ONH PLC PRW PZZ SNT UPI VRA
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Company Name Accelr8 Technology Corp. Adherex Technologies Inc. Alteon Inc. AMDL Inc. AMERICAN SHARED HOSPITAL SV COM Arrhythmia Research Technology Inc. Aspyra Inc. BioSante Pharmaceuticals Inc. Callisto Pharmaceuticals Inc. Cardiotech International Inc. Celsion Corp. Chad Therapeutics Inc. Diomed Holdings Inc. Encision Inc. Implant Sciences Corp. Iomed Inc. IVAX Diagnostics Inc. LMS Medical Systems Inc. Matritech Inc. MTS Medication Technologies Inc. Nephros Inc. Oragenics Inc. Orion HealthCorp Inc. PLC Systems Inc. Pro-Pharmaceuticals Inc. Prospect Medical Holdings Inc. Senesco Technologies Inc. Uroplasty Inc. Viragen Inc.
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Includes all Amex Listed HealthCare Companies. Source: American Stock Exchange; FactSet Research Systems.
American Stock Exchange
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Amex Listed Technology Companies*
Symbol ATA CVV Company Name Apogee Technology Inc. CVD Equipment Corp.
AEY API AMK TES AFT BI BDR TQ CSN CGN JCS ADDvantage Technologies Group Inc. Advanced Photonix Inc. American Technical Ceramics Corp. American Telecom Services Inc. Axesstel Inc. Bell Industries Inc. Blonder Tongue Laboratories Inc. Cash Technologies Inc. City Network Inc. Cognitronics Corp. Communications Systems Inc.
TRT
NLX
Trio-Tech International
Analex Inc.
ASB
AXO
Ascendia Brands Inc.
AXS-One Inc.
CVN
GTE GEX GVP HX ILC IW IIG INS MGT
Conversion Services International Inc.
GlobeTel Communications Corp. Globix Corp. GSE Systems Inc. Halifax Corp. iLinc Communications Inc. ImageWare Systems Inc. Imergent Inc. Intelligent Systems Corp. MedicSight Inc.
DOC EAG
ASY EMA HCO IDN IIN ISO ITI RAE RWC SNR
Digital Angel Corp. Eagle Broadband Inc.
Elecsys Corp. eMagin Corp. HyperSpace Communications Inc. Intelli-Check Inc. IntriCon Corp. ISCO International Inc. Iteris Inc. RAE Systems Inc. RELM Wireless Corp. Sunair Electronics Inc.
ONT
PNS
ON2 Technologies Inc.
Pinnacle Data Systems Inc.
DLK
SLP
Semotus Solutions Inc.
Simulations Plus Inc.
SBN
LOV TWW THK TCX UDW WYY
American Stock Exchange
SoftBrands Inc.
Spark Networks PLC Terremark Worldwide Inc. Think Partnership Inc. Tucows Inc. US Dataworks Inc. Widepoint Corp.
TKO TLX VNX VII
WEX WTT XWG
Telkonet Inc. Trans-Lux Corp. VendingData Corp. Vicon Industries Inc.
Winland Electronics Inc. Wireless Telecom Group Inc. Wireless Xcessories Group Inc.
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Visit us at www.Amex.com
Outperforming Major Markets & Indices
Since October 2003 the Amex Composite Index has outpaced both the NYSE Composite Index and the Nasdaq Composite Index, as well as the major financial indices.
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AMEX Composite Index NASDAQ Composite Index Dow Jones Wilshire 5000 (Full cap)
NYSE Composite Index S&P 500 Index (Reported Basis) Russell 2000
220
200
180
160
140
120
Amex Composite ( 92.5%)
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NYSE Composite ( 50.1%)
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Nasdaq Composite ( 26.4%)
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S&P 500 ( 34.1%)
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Wilshire 5000 ( 38.3%)
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Russell 2000 ( 48.8%)
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100
80
Sep-03 Dec-03 Mar-04 Jun-04 Oct-04 Jan-05 Apr-05 Jul-05 Nov-05 Feb-06 May-06 Aug-06
Source: American Stock Exchange Indexed price to 100 as of 9/30/03
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American Stock Exchange
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Advantages for Israeli Companies to List on Amex
Blue Sky Exempt – When a company is listed on Amex a National Exchange, it is exempt
from registering its stock in each of the US states its securities are being offered in. This is a great advantage, as such a process can be costly and lengthy, and can be avoided by listing on Amex (unlike the NASDAQ Capital Market).
AEMI Platform – Will offer market participants a greatly expanded range of automated
transaction services for equities and ETFs and will combine the speed of an electronic market with the dedicated liquidity of a specialist-auction market.
Real market intelligence - Specialist will make a point of proactively providing intelligence
on the forces affecting your stock, breaking down trading into institutional, arbitrage and retail categories. They are in regular communication with their listings, giving those companies greater knowledge and therefore control over their trading profiles.
Specialist – The Company chooses the AMEX specialist, that will act as a long-term
partner with the company, providing the best possible execution and price discovery. The market maker has no obligation to the company and can step away from trading the company’s stock at any time, which can cause trading imbalances and volatility.
Increased US Shareholder Ownership – Institutions and retail investors representing the
majority of total equity investment in the US will only buy US listed, SEC-registered equities. The Company therefore has the opportunity to significantly increase US investor demand for its shares beyond direct investment by US international funds in the Home market.
American Stock Exchange
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Great Technology. Renewed Commitment.
AEMI (Auction & Electronic Market Integration) combines the best features of the auction market with new capabilities only possible in an automated trading environment.
With AEMI you can expect: Reg NMS Compliance Under Reg NMS, Amex will qualify as an automated trading center and will publish “automated” quotes by default. Incoming orders will be executed within a fraction of a second without human intervention, maintaining our competitiveness in a fast-paced trading environment.
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Choice of execution method Investors can choose to have their orders executed automatically against published bids or offers with turnaround times measured in milliseconds, or handled by floor brokers with point of sale privileges.
Immediate quote updates Quotes will be published automatically in response to order flow, removing the need for manual updates by specialists and allowing continuous automated trading.
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Automated price improvement Incoming orders may receive superior execution by interacting with orders already programmed to offer price improvement in the electronic environment. Price discovery in the auction market The specialist auction market will continue to bring added liquidity, dampen volatility and enhance the stability of the market place
Enhanced surveillance capabilities Automated trading rules and flexible access to trading activity will allow sophisticated surveillance and assured integrity across the market.
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–
–
AEMI brings together the best qualities of the electronic market and the auction market, to deliver the highest quality marketplace.
American Stock Exchange
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Hybrid Market Structure: Best of Both Marketplaces
AUTOMATED
Orders trade automatically with electronic
interest in the book
AUCTION
Auto-ex is disabled in limited
circumstances
Price improvement and added liquidity
available
Routed away if the best price is not
matched or improved
“Auction” quote published Orders may still enter the book or be
cancelled
Handled in the auction market if not autoexecutable
Specialist gaps the quote for large
imbalances
American Stock Exchange
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Amex Investment Banks Support
Over the last few years a number of leading investment banks have been advising their clients from a wide variety of industries, geographies, sizes and structures that the American Stock Exchanges is the best market to meet their needs. Leading Global Investment Banks that have underwritten offerings on the Amex:
BB&T Capital Markets Broadband Capital Management LLC
CIBC World Markets
Citigroup
Credit Suisse
CRT Capital Group LLC Deutsche Bank Securities Inc.
EarlyBirdCapital, Inc.
Ferris, Baker Watts, Inc. I-Bank Securities
Lazard Capital Markets
Ladenburg Thalmann & Co, Inc.
Lehman Brothers Maxim Group, LLC
Merrill Lynch & Co.
Merriman Curhan Ford & Co.
Morgan Joseph & Co, Inc.
Oppenheimer & Co. Inc. RBC Capital Markets
Rodman & Renshaw, LLC
ThinkEquity Partners LLC UBS Investment Bank
Wedbush Morgan Securities
WR Hambrecht + Co
American Stock Exchange
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American Stock Exchange IR AllianceSM (AIRA)
Amex AIRA is a proprietary and complimentary investor relations program that offers:
Dedicated Issuer Services Director “New on the Amex” updates
AIRA “communications audit”
Conferences and Shareholder Meetings Institutional Investor Meetings
World Investor Link
Educational Conferences/Seminars Online Investor Relations Resources – Amex Online – Amex.com
American Stock Exchange
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Amex Dual Listing Initiative
Amex Management intends to file a rule proposal with the SEC, whereas all Amex Initial listings fees will be waived for companies whose securities are trading on the NASDAQ or those participating in the NASDAQ Dual Listing program.
The Amex believes its…
specialist-auction market structure, full service investor relations support, dedicated Issuer Services director, Amex Online investor database, lower fees, blue sky exemption,
and our state-of-the-art hybrid market trading system
...will make a big difference in the success of smaller companies.
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American Stock Exchange
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Financial Guidelines for Listing
Guidelines Listing Guidelines Maintenance Standards 4 N/A
* The
Standard 1 Pretax income* Market Capitalization $750,000
Standard 2 N/A
Standard 3 N/A
Standard 4 N/A $75 million OR $75 million AND $75 million $20 million $3 N/A N/A
applicable requirement must be satisfied in either the last fiscal year or 2 out of 3 most recent fiscal years.
1 Issuers
$50 million N/A N/A
Total Assets*
Total Revenue* Market Value of Public Float Minimum price Operating history
N/A
are required to maintain $2 million in Stockholder’s Equity if the issuer has losses in 2 of the most recent 3 years; $4 million if the issuer has losses in 3 of the most recent 4 years; or $6 million of the issuer has losses in the 5 most recent fiscal years.
2 Foreign
$3 million $3 N/A
1
$15 million $3 2 years $4,000,000
$15 million $2 N/A $4,000,000
$1 million N/A N/A $2,000,000 $4,000,000 $6,000,000
companies which do not meet the distribution guidelines outlined above may alternatively qualify with 800 round-lot public shareholders worldwide, 1,000,000 publicly held shares worldwide and a $3,000,000 market value of public float worldwide.
3 Public
Stockholders equity
$4,000,000
float is defined as shares that are not held directly or indirectly by any officer or director of the issuer or by any other person who is the beneficial owner of more than 10 percent of the total shares outstanding.
4 A company
Distribution Guidelines
Public stockholders
2
Option A : 800 Option B: 400 Option C: 400 Option A: 500,000 Public float (shares)
3
300
with several years of losses which is unable to satisfy the equity requirements, will not be subject to delisting if it has a market cap of $50 million or total assets and revenue of $50 million each, and complies with enhanced distribution criteria including mvpf of $15 million.
Option B: 1,000,000 Option C: 500,000
Option C: 2,000
200,000
Average daily volume
American Stock Exchange
N/A
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Comparative Listing Costs for Foreign Issuers
ORIGINAL LISTING FEES [1]
SHARES (MILLIONS) Up to 1 1+ to 2 2+ to 3 3+ to 4 4+ to 5 5+ to 6 6+ to 7 7+ to 8 8+ to 9 9+ to 10 10+ to 11 11+ to 12 12+ to 13 13+ to 14 14+ to 15 15+ to 16 16+ to 20 20+ to 25 25+ to 50 50+ to 75 75+ to 100 100+ to 200 Maximum Nasdaq National Market $100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000 100,000
100,000+ to 125,000
CONTINUING ANNUAL FEES [2]
Nasdaq Capital Market $25,000 25,000 25,000 25,000 25,000 35,000 35,000 35,000 35,000 35,000 45,000 45,000 45,000 45,000 45,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 Nasdaq National Market* $24,500 24,500 24,500 24,500 24,500 24,500 24,500 24,500 24,500 24,500 30,500 30,500 30,500 30,500 30,500 30,500 30,500 30,500 34,500 39,150 44,500 75,000 75,000 Nasdaq Capital Market $17,500 17,500 17,500 17,500 17,500 17,500 17,500 17,500 17,500 17,500 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000 21,000
Amex $40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000
NYSE $150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000 150,000
150,000+ to 157,500 157,500+ to 250,000
Amex $16,500 16,500 16,500 16,500 16,500 19,000 19,000 19,000 19,000 19,000 21,500 21,500 21,500 21,500 21,500 21,500 21,500 21,500 24,500 32,500 34,000 34,000 34,000
NYSE [3] $38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000 38,000+ to 46,500 46,500+ to 69,750 69,750+ to 93,000 93,000+ to 186,000 500,000 [5]
250,000 [4] 250,000 250,000 250,000
150,000 150,000 150,000 150,000
[1] The original listing fee for Amex and NYSE is based on the total number of shares listed, including all shares issued and outstanding, as well as shares reserved by the Board of reserved issuance. The original fee for specific National Market The original SmallCap is based on to Market and Nasdaq and applies based on total Directors for a specific futureby the Board of Directors for a NASDAQfuture issuance. and NASDAQ fee for Nasdaq Nationaltal shares outstanding SmallCap isto all domestic shares outstanding listing ordinary shares. Fees include one-time initial listing charges of ordinary shares. Fees include one-time initial listing charges of issuers and only foreign issuers and applies to all domestic issuers and only foreign issuers listing $5,000 for Amex, $37,500 for NYSE, $5,000 for NASDAQ National $5,000 for Amex, Market, and $5,000 for NASDAQ SmallCap, applied for theNational Market, and $5,000by an issuer SmallCap, applied for the first class of securities listed by an issuer. $37,500 for NYSE, $5,000 for Nasdaq first class of securities listed for Nasdaq [2] Newly listed companies are billed the annual are billedpro-rata basis at on a pro-rata basis at the end which they are listed in which they are listed. [2] Newly listed companies fee on a the annual fee the end of the calendar year in of the calendar year [3] NYSE annual feesNYSE annual fees payable are the shown under a minimum fee schedule minimum fee schedule or a fee applied on a per share basis. Fee ranges shown [3] payable are the greater of amounts greater of amounts shown under a or a fee applied on a per share basis. Fee ranges shown here for 25+ million shares represent the maximum amount payable for each end of the share range shown. here for 25+ million shares represent the maximum amount payable for each end of the share range shown. [4] The initial fee component of the original listings fee for common shares is capped at $250,000, including the $37,500 special charge. [4] The initial fee component of applies to all securities for common shares is than derivative products, [5] Maximum $500,000 continuing annual listing feethe original listings feelisted by an issuer, other capped at $250,000, including the $37,500 special charge. [5] Maximum $500,000 continuing annual listing fee applies to all securities listed by an issuer, other than derivative products, fixed income products, and closed-end fund fixed income products, and closed-end funds. * Nasdaq National * Nasdaq National Schedule for ADRs ranges between $ 21,225 andbetween $ 21,225 and $ 30,000 Market Annual Fee Market Annual Fee Schedule for ADRs ranges $ 30,000 15 American Stock Exchange Visit us at www.Amex.com
[1] The original listing fee for Amex and NYSE is based on the total number of shares listed, including all shares issued and outstanding, as well as shares
The Israeli Experience on the Amex
American Israeli Paper Mills Ltd (AIP)
– Listed since 1959
Teva Pharmaceutical Industries Ltd. / IVAX Corporation Merger
– Ivax listed since 1987, grew to 8 Billion dollars in market capitalization – Mega Merger, creating the world's largest generic pharmaceutical company.
Gurunet Corporation
– Successful IPO
XFONE, Inc. (XFN)
American Stock Exchange
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Case Study: Ivax Corp.
•Ivax Pharmaceuticals merged with Teva creating the largest generic drug company in the world. This was the largest M&A transaction in Israeli history. •Ivax listed on the Amex in 1987 with a market capitalization of approximately $100 million and grew to almost $8 billion at the time of the merger with Teva.
IVAX Corp Volume (Shrs. in Thousands) 60,000 Price (USD) 40 35 50,000 30 40,000 25 30,000 20 15 20,000 10 10,000 5 0 '88 '89 '90 '91 '92 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 0
Ivax Corp. Amex Listing Date to Date of Acquisition
American Stock Exchange
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Case Study: Answers Corp (formerly know as GuruNet)
During June 2005, Answers Corp. (GRU) began trading its shares on the Nasdaq National Market after moving from the American Stock Exchange. The following case study examines the performance and trading characteristics of the stock 65 days before and after transferring.
Results:
Answers Corp. had experienced substantial losses in their volume, liquidity and price.
Affect on Trading After Transferring from the Amex to Nasdaq (65 Trading Days Before and After)
Trade Spread
143.02%
-75.60%
Volume
-37.50%
Price
-73.60%
Liquidit y
Source: Amex ERDB™, FactSet Research Systems, Inc. *Percent Based on Intraday Volatility
American Stock Exchange
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The Amex Advantage
Auction Market Fosters Fairness & Growth
Centralized market structure, characterized by enhanced liquidity, narrower spreads and lower
volatility is conducive to creating, safeguarding and increasing shareholder value
Trading participants compete to achieve best possible prices Increased access to capital and growth through Blue Sky Exemption and the protection of a
National Exchange listing
Broad Range of Visibility-Enhancing Services Tailored services help companies attain a heightened profile in the capital markets Support for building relationships with analysts and investors Frequent opportunities to bring your story to the market’s attention Exchange professionals, including Issuers Services Directors and Specialists work together to enhance the attractiveness of listed company stocks
Professional Investor Relations Guidance Guidance from seasoned IR professionals and assistance for developing or updating an effective Investor Relations program Educational seminars on a variety of IR topics
American Stock Exchange
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Contact Information:
Senior Vice President—Head of Equities John McGonegal Phone: 212-306-1652
European Managing Director Robert Wotczak Phone: 212-306-2263 robert.wotczak@amex.com
AMEX’s consultant in Europe and Israel Amira Bardichev Phone: +44-7956206270 amira@global-equity-ir.co.uk Account Manager Catherine Elbe Phone: 212-306-8916 catherine.elbe@amex.com
American Stock Exchange
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