BGC Partners, Inc. Announces Pricing of Public Offering
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NEW YORK--(Business Wire)--
BGC Partners, Inc. (Nasdaq: BGCP) ("BGC Partners"), a leading
global inter-dealer broker of financial instruments, announced today
that it has priced its public offering of shares of its Class A common
stock.
20,000,000 shares of Class A common stock are being sold in the
offering at $8.00 a share, 10,000,000 of which are primary shares,
3,926,178 of which are secondary shares being sold by Cantor
Fitzgerald, L.P., and 6,073,822 of which are secondary shares being
sold by limited partners of Cantor Fitzgerald, L.P., and founding
partners of BGC Holdings, L.P.
BGC Partners and/or Cantor Fitzgerald, L.P., as a selling
stockholder, at BGC Partners' election, have granted the underwriters
an option to purchase up to 3,000,000 additional shares of Class A
common stock in the offering for 30 days after the date hereof. BGC
Partners will not receive any proceeds from sales of shares by selling
stockholders.
The joint book running managers for the public offering are
Deutsche Bank Securities Inc. and Cantor Fitzgerald & Co.; the co-lead
managers are Wachovia Securities and BMO Capital Markets Corp.; and
the co-managers are Keefe, Bruyette & Woods and CastleOak Securities,
L.P.
A final prospectus for the offering will be filed with the U.S.
Securities and Exchange Commission and, once available, can be
accessed on the SEC's website, www.sec.gov. A copy of the final
prospectus may also be obtained by contacting either of the following:
Deutsche Bank Securities at Harborside Financial Center, 100 Plaza
One, Jersey City, NJ 07311-3988, or by calling toll free at
1-800-503-4611, or by email at prospectusrequest@list.db.com; or
Cantor Fitzgerald & Co., ITD Equity Syndicate Manager, 110 East 59th
Street New York, New York 10022, 212-294-7858.
Important Information Regarding the Offering
U.S. Legend: A registration statement relating to these securities
has been filed with the Securities and Exchange Commission. This
announcement shall not constitute an offer to sell or the solicitation
of an offer to buy, nor shall there be any sale of these securities in
any state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other jurisdiction.
International Legend: This announcement does not constitute an
offer to sell or the solicitation of an offer to buy any securities,
nor shall there be any sale of these securities, in any jurisdiction
outside of the United States to any person to whom it is unlawful to
make the offer or solicitation or sale in such jurisdiction. In
particular, no action has been taken, or is intended to be taken, by
BGC Partners, Inc. or the underwriters which would permit a public
offering of any of these securities in any jurisdiction outside of the
United States where action for that purpose is required. Accordingly,
these securities may not be offered or sold, directly or indirectly,
nor any advertisement or other offering material distributed or
published, in any jurisdiction outside of the United States, except
under circumstances that will result in compliance with any applicable
laws and regulations.
About BGC Partners, Inc.
BGC Partners, Inc. (Nasdaq: BGCP) is a leading global inter-dealer
broker, specializing in the brokering of financial instruments and
related derivatives products. BGC Partners provides integrated voice,
hybrid, and fully electronic execution and other brokerage services to
many of the world's largest and most creditworthy banks,
broker-dealers, investment banks, and investment firms for a broad
range of global financial products, including fixed income securities,
interest rate swaps, foreign exchange, equity derivatives, credit
derivatives, futures, commodities, structured products, and other
instruments. Through its eSpeed and BGCantor Market Data brands, BGC
Partners also offers financial technology solutions and market data
and analytics related to select financial instruments and markets.
Named after fixed income trading innovator B. Gerald Cantor, BGC
Partners has offices in New York and London, as well as in Beijing
(representative office), Chicago, Copenhagen, Hong Kong, Istanbul,
Johannesburg, Mexico City, Nyon, Paris, Seoul, Singapore, Sydney,
Tokyo and Toronto.
Discussion of Forward-Looking Statements
The information in this release contains forward-looking
statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. Such statements are based upon current expectations
that involve risks and uncertainties. Any statements contained herein
that are not statements of historical fact may be deemed to be
forward-looking statements. For example, words such as "may," "will,"
"should," "estimates," "predicts," "potential," "continue,"
"strategy," "believes," "anticipates," "plans," "expects," "intends"
and similar expressions are intended to identify forward-looking
statements.
The actual results of BGC Partners, Inc. ("we," "our", the
"Company", or the "Combined Company") and the outcome and timing of
certain events may differ significantly from the expectations
discussed in the forward-looking statements. Factors that might cause
or contribute to such a discrepancy for the Combined Company include,
but are not limited to, our relationship with Cantor and its
affiliates and any related conflicts of interests, competition for and
retention of brokers and other managers and key employees, pricing and
commissions and market position with respect to any of our products,
and that of our competitors, the effect of industry concentration and
consolidation, and market conditions, including trading volume and
volatility, as well as economic or geopolitical conditions or
uncertainties. Results may also be affected by the extensive
regulation of our businesses and risks relating to compliance matters,
as well as factors related to specific transactions or series of
transactions, including credit, performance and unmatched principal
risk as well as counterparty failure. Factors may also include the
costs and expenses of developing, maintaining and protecting
intellectual property, including judgments or settlements paid or
received in connection with intellectual property or employment or
other litigation and their related costs, and certain financial risks,
including the possibility of future losses and negative cash flow from
operations, risks of obtaining financing and risks of the resulting
leverage, as well as interest and currency rate fluctuations. Our
ability to meet expectations with respect to payment of dividends, if
any, will depend from period to period on our business and financial
condition, our available cash, accounting or other charges and other
factors relating to our business and financial condition and needs at
the time.
Discrepancies may also result from such factors as the ability to
enter new markets or develop new products, trading desks, marketplaces
or services and to induce customers to use these products, trading
desks, marketplaces or services, to secure and maintain market share,
to enter into marketing and strategic alliances, and other
transactions, including acquisitions, dispositions, reorganizations,
partnering opportunities, and joint ventures, and the integration of
any completed transactions, to hire new personnel, to expand the use
of technology and to effectively manage any growth that may be
achieved. Results are also subject to risks relating to the separation
of the BGC businesses and merger and the relationship between the
various entities, financial reporting, accounting and internal control
factors, including identification of any material weaknesses in our
internal controls, our ability to prepare historical and pro forma
financial statements and reports in a timely manner, and other
factors, including those that are discussed under "Risk Factors" in
eSpeed's Annual Report on Form 10-K for the year ended December 31,
2007, which was filed with the SEC on March 17, 2008; in eSpeed's
definitive proxy statement, which was filed with the SEC on February
11, 2008; and in the Combined Company's Registration Statement on Form
S-1, which was filed with the SEC on April 18, 2008, and as amended
thereafter.
We believe that all forward-looking statements are based upon
reasonable assumptions when made. However, we caution that it is
impossible to predict actual results or outcomes or the effects of
risks, uncertainties or other factors on anticipated results or
outcomes and that accordingly you should not place undue reliance on
these statements. Forward-looking statements speak only as of the date
when made and we undertake no obligation to update these statements in
light of subsequent events or developments.
BGC Partners, Inc.
Media:
Florencia Panizza, 212-294-7938
fpanizza@bgcpartners.com
or
Investors:
Jason McGruder, 212-829-4988
jmcgruder@bgcpartners.com
Copyright Business Wire 2008
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