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Subsequent Events
9 Months Ended
Sep. 30, 2018
Subsequent Events [Abstract]  
Subsequent Events

31.

Subsequent Events

Third Quarter 2018 Dividend

 

On October 24, 2018, the Company’s Board of Directors declared a quarterly cash dividend of $0.18 per share for the third quarter of 2018, payable on November 28, 2018 to BGC Class A and Class B common stockholders of record as of November 7, 2018.

On October 24, 2018, Newmark’s Board of Directors declared a quarterly cash dividend of $0.09 per share for the third quarter of 2018, payable on November 28, 2018 to Newmark Class A and Class B common stockholders of record as of November 7, 2018.

Controlled Equity Offering

Since September 30, 2018, the Company has sold, pursuant to the March 2018 Sales Agreement, 1.2 million shares of BGC Class A common stock for redemptions and exchanges of limited partnership interests in BGC Holdings and Newmark Holdings.

Acquisitions

On October 29, 2018 the Company announced that it has entered into an agreement to acquire Ed Broking Group Limited ("Ed"), an independent Lloyd's of London insurance broker with a strong reputation in insurance products including Accident and Health, Aerospace, Cargo, Energy, Financial and Political Risks, Marine, Professional and Executive Risk, Property and Casualty, Specialty and Reinsurance. The completion of the transaction is subject to legal and regulatory approvals and certain closing conditions.

Newmark Repays Amounts Under the Intercompany Credit Agreement and BGC Repayment of Debt

On October 4, 2018, Newmark withdrew $252.0 million of the cash pledged for the benefit of Fannie Mae, and repaid BGC $252.0 million of the outstanding borrowings under the Intercompany Credit Agreement. BGC used the proceeds to repay the $80.0 million of short-term borrowings owed to Cantor on October 4, 2018. In addition, as of October 15, 2018, BGC repaid the $125.0 million borrowings outstanding under the unsecured senior revolving credit agreement using these proceeds.

Notice of Redemption of the 5.375% Senior Notes

On November 5, 2018, BGC sent a notice of early redemption of the 5.375% Senior Notes due 2019 to bondholders which was conditional upon the closing of the Newmark 6.125% Senior Notes due 2023. The Newmark 6.125% Senior Notes closed as scheduled on November 6, 2018. The redemption of the 5.375% Senior Notes will occur on December 5, 2018 (the “Redemption Date”). The redemption price will be equal to the sum of the remaining scheduled payments of principal and interest as of the Redemption Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate (as defined in the indenture governing the 5.375% Senior Notes) plus 50 basis points. The redemption price will be calculated on the third business day prior to the Redemption Date. Newmark will repay the $300.0 million outstanding principal amount under the 2019 Promissory Note on the earlier of the spin-off date or December 5, 2018, using primarily proceeds from the sale of its 6.125% Senior Notes.

Newmark Group, Inc. Closing of Issuance of Senior Notes

On November 6, 2018, Newmark closed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023 (the “6.125% Senior Notes”). The 6.125% Senior Notes were priced at 98.937% to yield 6.375%. The 6.125% Senior Notes, which were priced on November 1, 2018, were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933, as amended. The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023. On November 6, 2018, Newmark repaid the remaining $134.0 million outstanding principal amount of the Converted Term Loan and the $112.5 million promissory note under the Intercompany Credit Agreement using proceeds from the sale of its 6.125% Senior Notes. On November 7, 2018, Newmark repaid the then remaining outstanding balance under the Intercompany Credit Agreement. Newmark will repay the $300.0 million outstanding principal amount under the 2019 Promissory Note on the earlier of the spin-off date or December 5, 2018, using primarily proceeds from the sale of its 6.125% Senior Notes. Upon repayment of the 2019 Promissory Note, Newmark will have no further debt obligations owed to BGC.