Nasdaq has filed an immediately effective rule proposal that permits a direct listing without an IPO.  The NYSE has previously adopted such a rule change.

Highlights of the Nasdaq proposal include:

• Direct listings are subject to all initial listing requirements applicable to equity securities and, subject to applicable exemptions, the corporate governance requirements set forth in the Rule 5600 Series. To provide transparency to the initial listing process, the Exchange proposes to adopt Listing Rule IM-5315-1, which will state how the Exchange calculates the initial listing requirements based on the price of a security, including the bid price, market capitalization and market value of publicly held shares for a direct listing on the Nasdaq Global Select Market.
• Nasdaq also proposes to require that a company that lists on the Nasdaq Global Select Market through a direct listing do so at the time of effectiveness of a registration statement filed under the Securities Act of 1933 solely for the purpose of allowing existing shareholders to sell their shares.
• Under IM-5315-1, Nasdaq would require that a company listing on the Nasdaq Global Select Market through a Direct Listing provide Nasdaq an independent third-party valuation. Nasdaq will determine that the company has met the market value of publicly held shares requirement for listing on the Nasdaq Global Select Market if the company provides a valuation evidencing a market value of publicly held shares of at least $250,000,000.