BGC Partners Reports First Quarter 2008 Preliminary Results

Wed May 7, 2008 9:55pm EDT
 
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Combined Company Provides 2Q2008 Outlook Including Better
  Long-term Tax Rate; Institutes New Dividend Policy that it Expects
 will Result in an Annual Dividend per Share of at Least 60 Cents for
                  the 12 Months Ended March 31, 2009
NEW YORK--(Business Wire)--
BGC Partners, Inc. (Nasdaq: BGCP) ("BGC Partners" or the "Combined
Company"), a leading global inter-dealer broker of financial
instruments, today reported results for the first quarter ended March
31, 2008.

   The merger of BGC Partners, LLC with and into eSpeed, Inc. to form
BGC Partners, Inc. closed on April 1, 2008. Correspondingly, the
Combined Company's Form 10-Q for the first quarter of 2008 will
contain financial results for eSpeed only on a pre-merger basis. As a
result, this is the final press release in which BGC Partners
discusses quarterly results for eSpeed on a pre-merger basis. Because
the merger has been completed, this release provides preliminary first
quarter 2008 results and second quarter 2008 outlook for the Combined
Company as they will be consolidated post-merger.

   Combined Company Preliminary Pro Forma First Quarter Financial
Summary(1)

   * Revenues for BGC Partners, Inc. increased by approximately 22
percent in the first quarter of 2008 to $333 million, compared to $273
million in the first quarter of 2007;

   * In the first quarter of 2008, Revenues in Rates increased by
approximately 11 percent, Credit by approximately 60 percent, Foreign
Exchange by approximately 12 percent, and Other Asset Classes by
approximately 39 percent, all when compared to the first quarter of
2007;

   * BGC Partners' pre-tax distributable earnings increased by over
100 percent in the first quarter of 2008 to $51 million, compared to
$24 million in the first quarter of 2007;(2)

   * The Combined Company's effective tax rates are expected to be 22
percent for 2008 and 27 percent for 2009 and thereafter, which is an
improvement compared to the previously expected tax rates of 28
percent and 32.5 percent, respectively;

   * BGC Partners intends to pay not less than 75 percent of its
post-tax distributable earnings per fully diluted share as cash
dividends to all common stockholders. Under this policy, the Combined
Company expects to distribute two semi-annual payments totaling at
least $0.60 per share for the twelve months ending March 31, 2009; and

   * BGC Partners plans to use the balance of its post-tax
distributable earnings after distributions to all partnership units
and dividend payments to stockholders to buy back shares or
partnership units. The Combined Company's board of directors has
authorized repurchasing over $50 million of stock or partnership units
for the purpose of initiating this plan.

   Prior to the merger, and in connection with the separation of BGC
Partners' businesses from Cantor Fitzgerald L.P. ("Cantor"), the
Combined Company incurred non-cash compensation charges of $87 million
in the first quarter of 2008 under U.S. generally accepted accounting
principles ("GAAP"). These non-cash charges were principally
associated with non-cash, non-recurring redemption of a portion of the
equity held by certain executives and senior managers, as well as with
non-cash charges related to additional pre-merger grants of founding
partner interests to certain executives. The original issuance of this
equity was dilutive to the interest held by Cantor. Due to these
non-cash charges, the Combined Company recorded a GAAP net loss for
fully diluted computation of approximately $30 million in the first
quarter of 2008. The Combined Company experienced no decline in net
assets associated with these results, as the compensation charges were
offset by an approximately $87 million increase in additional paid-in
capital from Cantor within Stockholders' Equity. These GAAP results
compare to GAAP income for fully diluted computation of $21 million in
the first quarter of 2007.

   "The highly retentive and tax efficient nature of our unique
partnership structure, combined with our strong revenue growth and
highly leverageable expense base, enabled BGC Partners to achieve a
post-tax distributable earnings margin of approximately 12 percent for
the first quarter of 2008, compared to approximately 8 percent in the
prior year period," said Howard W. Lutnick, Chairman and co-Chief
Executive Officer of BGC Partners, Inc. "The Combined Company's
post-tax distributable earnings grew by over 80 percent year-over-year
in the first quarter of 2008 to approximately $39 million. Because of
our anticipated strong performance, and our tremendous cash flow
generation, we expect the Combined Company to pay two semi-annual
dividends to its common stockholders totaling at least $0.60 per share
for the twelve months ending March 31, 2009."

   "BGC Partners' revenues were up approximately 22 percent in the
first quarter of 2008, and we expect revenue growth of approximately
15 percent in the second quarter of 2008," said Lee M. Amaitis,
Co-Chief Executive Officer of BGC Partners, Inc. "Because of the
continuing expansion of our margins, we expect the Combined Company's
post-tax distributable earnings to more than double to between $36
million and $38 million in the second quarter of 2008 compared to the
$13 million generated in the second quarter of 2007."

   eSpeed's First Quarter Results Summary

-0-
*T
                                           1Q2008 Actual 1Q2007 Actual
----------------------------------------------------------------------
GAAP Revenues                                   $40.7 MM      $41.6 MM
----------------------------------------------------------------------
Non-GAAP Operating Revenues                      $40.7MM      $41.3 MM
----------------------------------------------------------------------
GAAP Net (Loss) Income Per Diluted Share         ($0.01)         $0.02
----------------------------------------------------------------------
Non-GAAP Net Operating Income Per Diluted
 Share                                             $0.02         $0.04
----------------------------------------------------------------------
*T

   eSpeed's First Quarter Earnings

   eSpeed reported a GAAP net loss of $0.5 million, or $0.01 per
diluted share, for the first quarter of 2008. To reflect earnings
generated from the Company's operations, eSpeed also reported non-GAAP
net operating income of $1.1 million, or $0.02 per diluted share. The
difference between non-GAAP net operating loss and GAAP net loss for
the quarter was primarily due to a $1.2 million loss from eSpeed's
equity investments and $0.4 million in patent litigation costs. Both
of these differences were net of tax.

   In comparison, eSpeed reported GAAP net income of $0.8 million, or
$0.02 per diluted share, for the first quarter of 2007. eSpeed also
reported non-GAAP net operating income of $2.0 million, or $0.04 per
diluted share. The difference between non-GAAP net operating income
and GAAP net income for the quarter occurred primarily due to $0.8
million in patent litigation costs and $0.4 million in losses from
Aqua Securities L.P. ("Aqua"), both net of tax.

   eSpeed's First Quarter Revenues

   eSpeed reported GAAP revenues and non-GAAP operating revenues of
$40.7 million for the first quarter of 2008.

   eSpeed reported GAAP revenues of $41.6 million and non-GAAP
operating revenues of $41.3 million for the first quarter of 2007. The
difference between GAAP and non-GAAP revenues for the first quarter of
2007 was Aqua operating revenues of $0.3 million, which were recorded
as part of "Software Solutions and licensing fees from unrelated
parties" prior to the separation of Aqua's operations from those of
eSpeed in October 2007.

   GAAP revenues and non-GAAP operating revenues for fully electronic
transactions were $13.5 million in the first quarter of 2008, compared
with $17.9 million in the first quarter of 2007. First quarter 2007
fully electronic revenues included $1.3 million in revenues related to
the Wagner patent and recorded in the first quarter of 2007 as part of
"Fully electronic transactions with unrelated parties". The Wagner
patent expired in February of 2007.

   GAAP and non-GAAP operating revenues from software solutions were
$15.1 million in the first quarter of 2008 compared with $12.5 million
in GAAP revenues and $12.2 million in non-GAAP operating revenues
recorded in the first quarter of 2007. eSpeed recognized $1.6 million
dollars in GAAP and non-GAAP operating revenues related to the Wagner
patent as "Software Solutions and licensing fees from unrelated
parties" in the first quarter of 2007.

   GAAP and non-GAAP operating revenues from hybrid voice-assisted
and screen-assisted revenues totaled $10.5 million in the first
quarter of 2008 compared with $8.7 million in the first quarter of
2007.

   See "eSpeed's non-GAAP Financial Measures" below for a detailed
description of the Company's non-GAAP financial measures.

   Preliminary Combined Company Pro Forma First Quarter Results

   For the first quarter of 2008, BGC Partners' revenues were
approximately $333 million, up 22 percent compared to the prior year
quarter's $273 million.

   For the first quarter of 2008, the Combined Company's brokerage
revenues were approximately $301 million, up 24 percent compared to
$243 million in the prior year quarter. For the first quarter of 2008,
Rates revenues increased by approximately 11 percent to $155 million,
Credit revenues increased by approximately 60 percent to $83 million,
Foreign Exchange revenues increased by approximately 12 percent to $37
million, and Other Asset Classes revenues increased by approximately
39 percent to $26 million, all compared to the prior-year quarter.

   For the first quarter of 2008, Rates represented approximately 47
percent of BGC Partners' total revenues, Credit approximately 25
percent, Foreign Exchange approximately 11 percent, and Other Asset
Classes approximately 8 percent.

   As a result of the separation of BGC Partners' businesses from
Cantor, which was effective on March 31, 2008, the Combined Company
incurred non-cash GAAP compensation charges totaling $87 million in
the first quarter of 2008. These expenses stemmed from non-cash
charges related to redemptions of partnerships units issued prior to
the merger in order to settle outstanding loan obligations of certain
senior managers and executives to Cantor and other institutions;
non-cash charges related to additional pre-merger grants of founding
partner interests to certain executives; the activation of
exchangeability of founding partner interests granted to certain
executives pre-merger; and non-cash charges related to compensation
expense for restricted stock units and restricted equity units granted
pre-merger.

   Primarily as a result of these non-cash compensation charges, the
Combined Company recorded a GAAP net loss for fully diluted
computation of approximately $30 million in the first quarter of 2008,
versus GAAP net income for fully diluted computation of approximately
$21 million in the first quarter of 2007.

   The Combined Company's pre-tax distributable earnings increased by
over 100 percent in the first quarter of 2008 to $51 million, compared
to $24 million in the first quarter of 2007. BGC Partners recorded
post-tax distributable earnings of approximately $39 million in the
first quarter of 2008, up by over 80 percent compared to $21 million
in the first quarter of 2007.

   Second Quarter Outlook for the Combined Company(3)

   The Combined Company is expected to generate revenues of
approximately $315 million in the second quarter of 2008, up 15
percent from $273 million in the prior year period. The Combined
Company expects second quarter 2008 pre-tax distributable earnings of
$46 million to $49 million, which is an increase of over 150 percent
compared to the $17 million generated in the year-earlier quarter. The
Combined Company expects second quarter 2008 post-tax distributable
earnings to more than double and to be in the range of $36 to $38
million, compared to the prior-year period's $13 million.

   Historically, the Combined Company's businesses have typically
generated approximately 52 percent of their revenues and 54 percent of
their pre- and post-tax distributable earnings in the first half of
the year, and approximately 48 percent of their revenues and 46
percent of their distributable earnings in the seasonally slower
second half of the year, excluding acquisitions and significant
increases in the number of brokers.

   The Combined Company's compensation and employee benefits were
approximately 56 percent of total revenues in the first quarter of
2008, and are expected to remain between 55 and 60 percent of total
revenues for the full year 2008, all exclusive of the previously
discussed non-cash compensation charges of approximately $87 million.

   The Combined Company currently anticipates having an effective tax
rate of approximately 22 percent in 2008 and approximately 27 percent
for 2009 and thereafter, which is an improvement to its prior
expectation of 28 percent for 2008 and 32.5 percent thereafter. These
new anticipated tax rates for 2008 and onward reflect net operating
losses carry forwards, lower than anticipated tax rates in non-U.S.
jurisdictions, and tax deductions associated with the conversion of
BGC Holding units into shares of Class A common stock. The Combined
Company currently has a fully diluted share count of approximately 188
million.

   The second quarter of 2008 outlook for the Combined Company
contained in this release does not include the potentially positive
impact of any accretive acquisitions, any significant increase in
brokerage headcount, or any increase in the percentage of its revenues
from fully electronic trading, Software Solutions, and Market Data.
The Combined Company intends to pursue these developments, which could
have a significant beneficial effect on its profit margins and
revenues were they to occur.

   Beginning no later than the filing of its Form 10-Q for the second
quarter of 2008 and the issuance of the related financial press
release, BGC Partners will no longer report the results for eSpeed on
a pre-merger basis and will instead report the results for the
Combined Company on a post-merger consolidated basis. Since the
combination with eSpeed was between related entities, BGC Partners
will also report historical financial results on a consolidated basis
as if the merger had occurred as of the earliest periods presented.
This means that for its Form 10-Q for the second quarter of 2008, the
Combined Company will provide financial results for the three months
and six months ending June 30 in 2008 and 2007 on a post-merger
consolidated basis.

-0-
*T
(1) The Pro Forma results for the Combined Company contained in this
     release reflect the effects of the separation and merger.
(2) BGC Partners defines pre-tax distributable earnings as GAAP Income
     (loss) from continuing operations before minority interest and
     income taxes adjusted to exclude the following: Non-cash stock
     based equity compensation charges for equity granted or issued
     prior to the merger of BGC Partners with and into eSpeed Inc.;
     post-merger non-cash, non-dilutive equity-based compensation
     related to restricted equity unit ("REU") conversion; allocation
     of net income to founding partners units; non cash asset
     impairment charges and; non-cash undistributed income or non-cash
     loss from equity investments. BGC Partners defines post-tax
     distributable earnings as pre-tax distributable earnings as if it
     were all taxed at the applicable effective tax rate. See the
     section of this release entitled "Distributable Earnings" for a
     more detailed discussion of distributable earnings.
(3) The Pro Forma outlook for the Combined Company contained in this
     release reflects the effects of the separation and merger.
----------------------------------------------------------------------
*T

   First Quarter 2008 Conference Call for Analysts and Investors

   BGC Partners will host a conference call on Thursday, May 8, 2008
at 8:30 A.M. EDT, to discuss the above results and outlook. To listen
to the call via audio webcast, please visit www.bgcpartners.com.
Please note: listeners must have a Real Media or Windows Media plug in
and headphones or speakers to listen to the webcast. Please see the
Combined Company's press release dated April 10, 2008 for additional
details regarding this conference call.

   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,
Mexico City, Nyon, Paris, Seoul, Singapore, Sydney, Tokyo and Toronto.

   eSpeed's Non-GAAP Financial Measures

   To supplement eSpeed's consolidated financial statements presented
in accordance with GAAP and to better reflect eSpeed's comparative
quarter-over-quarter and year-over-year operating performance, eSpeed
used non-GAAP financial measures of revenues, net income and earnings
per share, which were adjusted to exclude certain expenses and gains.
These non-GAAP financial measurements did not replace the presentation
of eSpeed's GAAP financial results but were provided to improve
overall understanding of eSpeed's financial performance. Specifically,
eSpeed believed that the non-GAAP financial results provided useful
information to both management and investors regarding certain
additional financial and business trends relating to eSpeed's
financial condition and results from operations. In addition, eSpeed's
management used these measures for reviewing eSpeed's financial
results and evaluating eSpeed's financial performance.

   eSpeed considered "non-GAAP net operating income" to be after-tax
income generated from its continuing operations excluding certain
items it considered to be non-recurring or non-core, such as, but not
limited to, asset impairments, litigation judgments, costs or
settlements, restructuring charges, costs related to potential
acquisitions, charitable contributions, insurance proceeds, business
partner securities, gains or losses on investments and similar events.

   The amortization of patent costs and associated licensing fees
(including those made in settlement of litigation) from such patents
were generally treated as operating items. Material judgments or
settlement amounts paid or received and impairments to all or a
portion of such assets were generally treated as non-operating items.
Management did not provide guidance of GAAP net income because certain
items identified as excluded from non-GAAP net operating income were
difficult to forecast.

   After the issuance of this release, the Combined Company will no
longer report results or provide an outlook based on eSpeed's former
method of calculating non-GAAP results.

   Distributable Earnings

   "Pre-tax distributable earnings "and "post-tax distributable
earnings" are supplemental measures of operating performance that will
be used by management to evaluate the performance of BGC Partners and
its subsidiaries. We believe that distributable earnings best reflects
the operating earnings generated by the Combined Company on a
consolidated basis and are the earnings which management considers
available for distribution to BGC Partners, Inc. and its common
stockholders as well as to holders of BGC Holdings units during any
period. As compared to "income (loss) from continuing operations
before minority interest and income taxes", "net income (loss) for
fully diluted computation," and "fully diluted earnings per share",
all prepared in accordance with GAAP, distributable earnings
calculations exclude certain non-cash compensation and other expenses
which do not involve the receipt or outlay of cash by BGC Partners,
and which do not dilute existing stockholders, as described below.

   Pre-tax distributable earnings are defined as GAAP income (loss)
from continuing operations before minority interest and income taxes
and exclude the following items:

   * Non-cash stock based equity compensation charges, for equity
granted or issued prior to the merger of BGC Partners with and into
eSpeed, as well as post-merger non-cash, non-dilutive equity-based
compensation related to REU conversion;

   * Non-cash undistributed income or non-cash loss from BGC
Partners' equity investments such as Aqua Securities, L.P. ("Aqua")
and ELX Electronic Liquidity Exchange ("ELX"); and

   * Allocation of net income to founding partners holding units;

   * Non-cash asset impairment charges, if any.

   Since distributable earnings are calculated on a pre-tax basis,
management intends to also report "post-tax distributable earnings"
and "post-tax distributable earnings per fully diluted share":

   * Post-tax distributable earnings are defined as pre-tax
distributable earnings adjusted to assume that all pre-tax
distributable earnings were taxed at the same effective rate as BGC
Partners, Inc.

   * Post-tax distributable earnings per fully diluted share are
defined as post-tax distributable earnings divided by the weighted
average number of fully diluted shares for period.

   In addition to the pro rata distribution of net income to founding
partners holding units and to Cantor for its minority interest, BGC
Partners, Inc. also expects to pay a semi-annual dividend to its
stockholders. The amount of all of these payments is expected to be
determined using the same definition of distributable earnings. The
dividend to stockholders is expected to be calculated based on
post-tax distributable earnings allocated to BGC Partners, Inc. and
generated over the two consecutive fiscal quarters ending prior to the
record date for the dividend.

   Distributable earnings is not meant to be an exact measure of cash
generated by operations and available for distribution, nor should it
be considered in isolation or as an alternative to cash flow from
operations or income (loss) for fully diluted computation.
Distributable earnings is not necessarily indicative of liquidity or
cash available to fund our operations.

   Pre- and post-tax distributable earnings are not intended to
replace the presentation of BGC Partners, Inc.'s GAAP financial
results. However, management does believe that they will help provide
investors with a clearer understanding of the Combined Company's
financial performance and offer useful information to both management
and investors regarding certain financial and business trends related
to our financial condition and results from operations. In addition,
management uses these measures for reviewing the financial results for
BGC Partners, Inc. and in evaluating its financial performance.
Management believes that distributable earnings and the GAAP measures
of the Combined Company's financial performance should be considered
together.

   The Combined Company's first quarter 2008 preliminary results for
distributable earnings exclude approximately $89 million in non-cash
charges, which consist of:

   * Non-cash charges related to redemptions of partnerships units
issued prior to the merger in order to settle outstanding loan
obligations of certain executives and senior managers to Cantor and
other institutions. The pre-merger issuance of this equity was
dilutive to Cantor.

   * Non-cash charges related to additional pre-merger grants of
founding partner interests to certain executives and senior managers
and the activation of exchangeability of founding partner interests
granted pre-merger to certain executives. The pre-merger issuance of
this equity was dilutive to Cantor;

   * Non-cash charges related to compensation expense related to
restricted equity units in BGC Holdings, L.P., and restricted stock
units granted pre-merger.

   * Non-cash undistributed income or non-cash loss from BGC
Partners' equity investments.

   In the future, management does not anticipate providing an outlook
for GAAP "income (loss) from continuing operations before minority
interest and income taxes", "net income (loss) for fully diluted
computation," and "fully diluted earnings per share", because the
items previously identified as excluded from pre-tax distributable
earnings and post-tax distributable earnings are difficult to
forecast. Management will instead provide its outlook only as it
relates to pre- and post-tax distributable earnings.

   The following table provides a summary reconciliation between pre-
and post-tax distributable earnings and pro forma GAAP net income
(loss) for fully diluted computation and GAAP Income (loss) from
continuing operations before minority interest and income taxes for
the Combined Company for the first quarters of 2008 and 2007:

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*T
 Pro Forma BGC Partners, Inc.
 (in $ millions, except for per-share data)       Q1 2008 (a)  Q1 2007

----------------------------------------------------------------------
 Pro forma pre-tax distributable income (b)            $  51   $    24
----------------------------------------------------------------------

 Pre-tax adjustments:
   Compensation expenses related to redemptions of
    partnerships units issued prior to the merger;
    additional pre-merger grants of founding
    partner interests to management and the
    activation of exchangeability of founding
    partner interests granted pre-merger; and
    compensation expense on from RSU/REUs granted
    premerger, and non-cash charges related to
    compensation expense for restricted stock
    units and restricted equity units granted pre-
    merger                                                87         -

     Equity loss on investments                            2         -
                                                  ----------- --------

     Total pre-tax adjustments                            89         -
                                                  ----------- --------

 Pro forma GAAP (loss) income before minority
  interest and income taxes (b)                        $ (38)  $    24
                                                  =========== ========


----------------------------------------------------------------------
 Post-tax distributable earnings                       $  39   $    21
----------------------------------------------------------------------


    Less: pre-tax adjustments (from above)                89         -
    Income tax impact of pre-tax adjustments             (20)        -
                                                  ----------- --------
     Total adjustment                                     69         -
                                                  ----------- --------

 Pro forma GAAP net (loss) income for fully
  diluted computation                                  $ (30)  $    21
                                                  =========== ========


----------------------------------------------------------------------
 Pre-tax distributable earnings per share              $0.27   $  0.13

 Post-tax distributable earnings per share             $0.21   $  0.11
----------------------------------------------------------------------


 Fully diluted weighted average shares of common
  stock outstanding                                      188       187

(a) Q1 2008 results are preliminary.
(b) Pro forma amounts do not give effect to income allocations to
 founding partners.
*T

   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.

   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.

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*T
                     eSpeed, Inc and Subsidiaries
      CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (unaudited)
                (in thousands, except per share data)



                                                   March 31, December
                                                      2008    31, 2007
                                                   -------------------

        Assets
Cash and cash equivalents                          $ 17,555  $ 38,051
Reverse repurchase agreements with related parties    1,240    59,806
                                                   -------------------
  Total cash and cash equivalents                    18,795    97,857
Loan receivable from related party                  115,000    65,000
Marketable securities                                 2,267     2,353
Fixed assets, net                                    60,627    61,257
Investments                                          26,943     9,415
Goodwill                                             12,184    12,184
Other intangible assets, net                          5,523     5,578
Receivable from related parties                      40,395    17,612
Other assets                                         19,766    12,716
                                                   -------------------
 Total assets                                      $301,500  $283,972
                                                   -------------------

        Liabilities and Stockholders' Equity
Current liabilities:
Payable to related parties                         $ 11,838  $ 10,154
Accounts payable and accrued liabilities             35,640    33,095
                                                   -------------------
     Total current liabilities                       47,478    43,249

Deferred income                                      18,673     6,852
                                                   -------------------
 Total liabilities                                   66,151    50,101
                                                   -------------------


Class A common stock, par value $0.01 per share;
 200,000 shares
authorized; 37,960 and 36,796 shares issued, and
 31,457 and 30,294 outstanding
at March 31, 2008 and December 31, 2007,
 respectively                                           380       368
Class B common stock, par value $0.01 per share;
 100,000 shares
authorized; 19,498 and 20,498 shares issued and
 outstanding at March 31, 2008
and December 31, 2007, respectively                     195       205
Additional paid-in capital                          314,955   313,238
Treasury stock, at cost; 6,502 shares of Class A
 common stock
at March 31, 2008 and December 31, 2007
 respectively                                       (62,597)  (62,597)
Accumulated other comprehensive loss                      -       (61)
Accumulated deficit                                 (17,584)  (17,282)
                                                   -------------------
 Total stockholders' equity                         235,349   233,871
                                                   -------------------

Total liabilities and stockholders' equity         $301,500  $283,972
                                                   ===================
*T

-0-
*T
                     eSpeed, Inc and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME IN ACCORDANCE WITH GAAP (unaudited)
                (in thousands, except per share data)

                                                       Three Months
                                                            Ended
                                                      ----------------
                                                       March   March
                                                         31,     31,
Revenues:                                               2008    2007
                                                      ----------------
 Transaction revenues with related parties
  Fully electronic transactions with related parties  $13,506  $16,440
  Fully electronic transactions with unrelated
   parties                                                  -    1,506
                                                      ----------------
       Total fully electronic transactions             13,506   17,946
  Voice-assisted brokerage transactions with related
   parties                                              8,212    6,974
  Screen-assisted open outcry transactions with
   related parties                                      2,313    1,732
                                                      ----------------
   Total transaction revenues with related parties     24,031   26,652
 Software Solutions fees from related parties           8,574    8,945
 Software Solutions and licensing fees from unrelated
  parties                                               6,478    3,564
 Interest income                                        1,643    2,473
                                                      ----------------
  Total revenues                                       40,726   41,634

Expenses:
 Compensation and employee benefits                    14,256   14,166
 Amortization of software development costs and other
  intangibles                                           4,190    5,525
 Other occupancy and equipment                         10,091    9,377
 Professional and consulting fees                       2,187    2,895
 Communications and client networks                     2,840    2,103
 Administrative fees to related parties                 3,445    3,521
 Other                                                  4,227    2,665
                                                      ----------------
  Total operating expenses                             41,236   40,252

Pre-tax operating (loss) income                          (510)   1,382

Income tax (benefit) provision                            (55)     546

                                                      ----------------
GAAP net (loss) income                                $  (455) $   836
                                                      ================



Per share data:

 Basic GAAP (loss) earnings per share                 $ (0.01) $  0.02

 Diluted GAAP (loss) earnings per share               $ (0.01) $  0.02


 Basic weighted average shares of common stock
  outstanding                                          50,825   50,423
                                                      ================

 Diluted weighted average shares of common stock
  outstanding                                          50,825   51,441
                                                      ================
*T

-0-
*T
                    eSpeed, Inc. and Subsidiaries
        NON-GAAP CONSOLIDATED STATEMENTS OF INCOME (unaudited)
                (In thousands, except per share data)


                                                       Three Months
                                                           Ended
                                                     -----------------
                                                      March    March
                                                        31,      31,
                                                       2008     2007
                                                     -------- --------

Revenues:
 Transaction revenues with related parties
  Fully electronic transactions with related parties $13,506  $16,440
  Fully electronic transactions with unrelated
   parties                                                 -    1,506
                                                     -------- --------
       Total fully electronic transactions            13,506   17,946
  Voice-assisted brokerage transactions with related
   parties                                             8,212    6,974
  Screen-assisted open outcry transactions with
   related parties                                     2,313    1,732
                                                     -------- --------
   Total transaction revenues with related parties    24,031   26,652
 Software Solutions fees from related parties          8,574    8,945
 Software Solutions and licensing fees from unrelated
  parties                                              6,478    3,283
 Interest income                                       1,643    2,473
                                                     -------- --------
  Total non-GAAP revenues                             40,726   41,353
                                                     -------- --------

Expenses:
 Compensation and employee benefits                   14,256   13,964
 Amortization of software development costs and other
  intangibles                                          4,190    5,418
 Other occupancy and equipment                        10,091    9,009
 Professional and consulting fees                      1,651    1,617
 Communications and client networks                    2,840    2,081
 Administrative fees to related parties                3,445    3,383
 Other                                                 2,480    2,634
                                                     -------- --------
  Total non-GAAP operating expenses                   38,953   38,106
                                                     -------- --------

Pre-tax operating income                               1,773    3,247

Income tax provision                                     629    1,212

                                                     -------- --------
Net operating income                                   1,144    2,035
                                                     -------- --------

Non-operating income (loss):
 Litigation costs, net of tax                           (371)    (827)
 Loss from discontinued business, net of tax               -     (372)
 Loss on investments, net of tax                      (1,228)       -

                                                     -------- --------
  Total non-operating loss                            (1,599)  (1,199)
                                                     -------- --------

GAAP net (loss) income                                  (455)     836
                                                     ======== ========


Per share data:

 Basic pre-tax operating income per share            $  0.03  $  0.06

 Basic tax provision per share                       $  0.01  $  0.02
                                                     -------- --------

 Basic net operating income per share                $  0.02  $  0.04

 Basic non-operating loss per share                  $ (0.03) $ (0.02)
                                                     -------- --------

 Basic GAAP (loss) income per share                  $ (0.01) $  0.02
                                                     ======== ========


 Diluted pre-tax operating income per share          $  0.03  $  0.06

 Diluted tax provision per share                     $  0.01  $  0.02
                                                     -------- --------

 Diluted net operating income per share              $  0.02  $  0.04

 Diluted non-operating loss per share                $ (0.03) $ (0.02)
                                                     -------- --------

 Diluted GAAP (loss) income per share                $ (0.01) $  0.02
                                                     ======== ========


 Basic weighted average shares of common stock
  outstanding                                         50,825   50,423
                                                     ======== ========

 Diluted weighted average shares of common stock
  outstanding                                         50,825   51,441
                                                     ======== ========

Additional data:

 Pre-tax operating margin                                4.4%     7.9%
                                                     ======== ========
*T

-0-
*T
                     eSpeed, Inc. & Subsidiaries
          CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
                            (in thousands)

                                                   Three Months Ended
                                                  --------------------
                                                  March 31,  March 31,
                                                     2008      2007
                                                  ---------- ---------
Cash flows from operating activities:
  Net (loss) income                               $    (455) $    836
Adjustments to reconcile net income to net cash
 (used in) provided
by operating activities:
  Depreciation and amortization                       7,823     8,423
  Unrealized loss on fair value of investments           86         -
  Equity in net loss of unconsolidated
   investments                                        1,785       (22)
  Deferred income tax expense                           (78)      517
  Stock-based compensation                              809       794
  Tax benefit from stock-based compensation              78        22
  Excess tax benefits from stock-based
   compensation                                         (13)      (14)
  Recognition of deferred revenue                    (2,611)   (1,152)

Changes in operating assets and liabilities, net
 of effect of business acquisitions
  Receivable from related parties                   (22,783)       58
  Other assets                                       (7,060)      193
  Payable to related parties                          1,684     2,355
  Accounts payable and accrued expenses               2,545       887
  Deferred revenue                                   (3,901)      828
                                                  ---------- ---------
  Net cash (used in) provided by operating
   activities                                       (22,091)   13,725
                                                  ---------- ---------

Cash flows from investing activities:
  Unsecured loan to related party                  (115,000)        -
  Secured loan to related party                      65,000         -
  Purchase of fixed assets                           (2,462)   (1,205)
  Purchase of marketable securities                       -    (2,229)
  Capitalization of software development costs       (4,156)   (6,197)
  Capitalization of patent defense and
   registration costs                                  (520)     (435)
  Decrease in restricted cash                           302     1,322
  Investment in unconsolidated entities                (980)        -
                                                  ---------- ---------
  Net cash used in investing activities             (57,816)   (8,744)
                                                  ---------- ---------

Cash flows from financing activities:
  Repurchase of Class A common stock                      -      (373)
  Proceeds from exercises of stock options and
   warrants                                           1,105        95
  Excess tax benefit from stock based
   compensation                                          13        14
  Cancellation of restricted stock units in
   satisfaction of withholding tax requirements        (273)        -
                                                  ---------- ---------
  Net cash provided by (used in) financing
   activities                                           845      (264)
                                                  ---------- ---------

Net (decrease) increase in cash and cash
 equivalents                                        (79,062)    4,717
                                                  ---------- ---------

Cash and cash equivalents at beginning of period     38,051    21,838
Reverse repurchase agreements with related
 parties at beginning of period                      59,806   166,009
                                                  ---------- ---------
Total cash and cash equivalents at beginning of
 period                                              97,857   187,847
                                                  ---------- ---------

Cash and cash equivalents at end of period           17,555     5,333
Reverse repurchase agreements with related
 parties at end of period                             1,240   187,231
                                                  ---------- ---------
Total cash and cash equivalents at end of period  $  18,795  $192,564
                                                  ========== =========

Supplemental cash information:
Cash paid for income taxes                        $     323  $     35
Conversion of Class B common stock to Class A
 common stock                                            10
*T

-0-
*T
                     eSpeed, Inc. & Subsidiaries
        CONSOLIDATED STATEMENTS OF FREE CASH FLOWS (unaudited)
                            (in thousands)


                                                    Three Months Ended
                                                    ------------------
                                                    March 31,  March
                                                                 31,
                                                      2008      2007
                                                    --------- --------

 Non-GAAP income before income taxes                $  1,773  $ 3,247

 Depreciation and amortization                         7,823    8,423
 Other non-cash and non-operating items               (2,472)  (2,259)
                                                    --------- --------
 Non-GAAP income before income taxes adjusted for
  depreciation, amortization and other                 7,124    9,411
                                                    --------- --------


 Provision for income taxes on non-GAAP operating
  income                                                (629)  (1,212)
 Income tax benefit (provision) on non-operating
  (loss) income                                          606      666
 Deferred income tax expense                             (78)     517
 Tax benefit from stock-based compensation                78       22
 Income taxes paid                                       323       35
                                                    --------- --------
 Increase in current income tax payable                  300       28

 Changes in related party receivable and payable,
  net                                                (21,099)   2,413
 Changes in other operating assets and liabilities,
  net                                                 (8,416)   1,873
                                                    --------- --------
      Net cash (used in) provided by operating
       activities                                    (22,091)  13,725
                                                    --------- --------

 Purchase of fixed assets                             (2,462)  (1,205)
 Purchase of marketable securities                         -   (2,229)
 Capitalization of software development costs         (4,156)  (6,197)
 Capitalization of patent defense and registration
  costs                                                 (520)    (435)
 Decrease in restricted cash                             302    1,322
 Investment in unconsolidated subsidiaries              (980)       -
                                                    --------- --------
      Free cash flows                                (29,907)   4,981
                                                    --------- --------

 Related party receivable and payable, net            21,099   (2,413)
                                                    --------- --------
      Free cash flows, net of related party
       activity                                     $ (8,808) $ 2,568
                                                    ========= ========
*T

-0-
*T
                    eSpeed, Inc. and Subsidiaries
  RECONCILIATION of NON-GAAP FINANCIAL MEASURES TO GAAP (unaudited)
                            (in thousands)


                                                       Three Months
                                                           Ended
                                                     -----------------
                                                      March    March
                                                        31,      31,
                                                       2008     2007
                                                     -------- --------

 Revenues                                            $40,726   41,353
 Gain from discontinued business (a)                       -      281
                                                     -------- --------
 GAAP revenues                                       $40,726  $41,634
                                                     -------- --------

 Operating expenses                                  $38,953  $38,106
 Litigation costs (b)                                    536    1,278
 Loss on investment (c)                                1,747        -
 Loss from discontinued business (d)                       -      868
                                                     -------- --------
 GAAP expenses                                       $41,236  $40,252
                                                     -------- --------

 Non-GAAP pre-tax operating income                   $ 1,773  $ 3,247
 Sum of reconciling items = (a) - (b) - (c) - (d)     (2,283)  (1,865)
                                                     -------- --------
 GAAP income before income tax provision             $  (510) $ 1,382
                                                     -------- --------

 Non-GAAP provision for income taxes                 $   629  $ 1,212
 Income tax expense on non-operating income (e)         (684)    (666)
                                                     -------- --------
 GAAP provision for income taxes                     $   (55) $   546
                                                     -------- --------

 Non-GAAP net operating income                       $ 1,144  $ 2,035
 Sum of reconciling items = (a) - (b) - (c) - (d) -
  (e)                                                 (1,599)  (1,199)
                                                     -------- --------
 GAAP net income                                     $  (455) $   836
                                                     -------- --------
*T

-0-
*T
eSpeed, Inc. and Subsidiaries
Quarterly Market Activity Report

The following table provides certain volume and transaction count
 information on the eSpeed system for the periods indicated.


                       ===============================================
                          1Q07        2Q07        3Q07        4Q07
                       ===============================================
Volume (in billions)
--------------------
Fully Electronic
 Volume - Excluding
 New Products               11,809      10,281      12,689      11,364
Fully Electronic
 Volume - New
 Products*                   1,415       1,066         990       1,335
                       -----------------------------------------------
   Total Fully
    Electronic Volume       13,224      11,347      13,679      12,699

Voice-Assisted
 Volume                      8,884       9,820      10,883       9,769
Screen-Assisted
 Volume                      7,486       7,317       8,438       7,503
                       -----------------------------------------------
   Total
    Voice/Screen-
    Assisted Volume         16,370      17,137      19,321      17,272

                       -----------------------------------------------
   Total Volume             29,594      28,484      33,000      29,971
                       ===============================================


Transaction Count
--------------------
Fully Electronic
 Transactions -
 Excluding New
 Products                2,062,341   1,749,219   2,660,756   2,810,937
Fully Electronic
 Transactions - New
 Products*                 144,378     153,673     128,425     125,631
                       -----------------------------------------------
   Total Fully
    Electronic
    Transactions         2,206,719   1,902,892   2,789,181   2,936,568

Voice-Assisted
 Transactions              201,250     209,504     216,436     202,500
Screen-Assisted
 Transactions               92,496     114,320     119,370     116,826
                       -----------------------------------------------
   Total
    Voice/Screen-
    Assisted Volume        293,746     323,824     335,806     319,326

                       -----------------------------------------------
   Total
    Transactions         2,500,464   2,226,716   3,124,987   3,255,894
                       ===============================================


Trading Days                    62          64          63          62

* New Products defined
 as Foreign Exchange,
 Interest Rate Swaps,
 Repos, Futures, and
 Credit Default Swaps.
 CBOT Futures volume
 calculated based on
 per contract notional
 value of $200,000 for
 the two year contract
 and $100,000 for all
 others.

Global Interest Rate
 Futures Volume (1)
 CBOT - US Treasury
  Contracts            161,232,523 171,180,151 190,159,708 169,104,983
 CME - Euro $
  Contracts            152,724,717 148,244,973 180,358,177 140,142,461
 EUREX - Bund
  Contracts             88,987,126  88,867,284  91,302,644  72,162,362

Fed UST Primary Dealer
 Volume (in billions)
 (2)
 UST Volume                 34,437      33,100      39,414      35,044
 Average Daily UST
  Volume                       555         517         626         565


NYSE - Volume (shares
 traded) - in millions
 (3)                       123,765     127,755     145,470     135,045
 Transaction Value -
  in millions            4,943,056   5,339,909   6,015,397   5,577,200

NASDAQ - Volume
 (shares traded) - in
 millions (4)              131,410     134,007     136,916     139,202
 Transaction Value -
  in millions            3,300,788   3,526,949   3,896,657   4,536,801


                                                 % Change   % Change
                                    ==================================
                                        1Q08      1Q08 vs    1Q08 vs
                                                    4Q07       1Q07
                                    ============
Volume (in billions)
----------------------------------
Fully Electronic Volume - Excluding
 New Products                             13,155     15.8%      11.4%
Fully Electronic Volume - New
 Products*                                 1,405      5.3%      (0.7%)
                                    ----------------------------------
   Total Fully Electronic Volume          14,560     14.7%      10.1%

Voice-Assisted Volume                     12,967     32.7%      46.0%
Screen-Assisted Volume                     9,016     20.2%      20.4%
                                    ----------------------------------
   Total Voice/Screen-Assisted
    Volume                                21,983     27.3%      34.3%

                                    ----------------------------------
   Total Volume                           36,543     21.9%      23.5%
                                    ==================================


Transaction Count
----------------------------------
Fully Electronic Transactions -
 Excluding New Products                3,865,649     37.5%      87.4%
Fully Electronic Transactions - New
 Products*                               248,286     97.6%      72.0%
                                    ----------------------------------
   Total Fully Electronic
    Transactions                       4,113,935     40.1%      86.4%

Voice-Assisted Transactions              232,137     14.6%      15.3%
Screen-Assisted Transactions             135,671     16.1%      46.7%
                                    ----------------------------------
   Total Voice/Screen-Assisted
    Volume                               367,808     15.2%      25.2%

                                    ----------------------------------
   Total Transactions                  4,481,743     37.7%      79.2%
                                    ==================================


Trading Days                                  61

* New Products defined as Foreign
 Exchange, Interest Rate Swaps,
 Repos, Futures, and Credit Default
 Swaps. CBOT Futures volume
 calculated based on per contract
 notional value of $200,000 for the
 two year contract and $100,000 for
 all others.

Global Interest Rate Futures Volume
 (1)
 CBOT - US Treasury Contracts        194,563,399     15.1%      20.7%
 CME - Euro $ Contracts              191,121,345     36.4%      25.1%
 EUREX - Bund Contracts               84,683,863     17.4%      (4.8%)

Fed UST Primary Dealer Volume (in
 billions) (2)
 UST Volume                               41,815     19.3%      21.4%
 Average Daily UST Volume                    685     21.3%      23.4%


NYSE - Volume (shares traded) - in
 millions (3)                            158,453     17.3%      28.0%
 Transaction Value - in millions       5,781,700      3.7%      17.0%

NASDAQ - Volume (shares traded) - in
 millions (4)                            149,378      7.3%      13.7%
 Transaction Value - in millions       4,363,261     (3.8%)     32.2%


Sources:(1) Futures Industry Association - Monthly Volume
         Report- (www.cbot.com, www.cme.com,
         www.eurexchange.com)                             Trading Days
                                                          ============
                                                              2008
                                                          ------------
        (2) www.ny.frb.org/pihome/statistics/dealer -
         Federal Reserve Bank                             Q1 Q2  Q3 Q4
                                                          -- --  -- --
        (3) NYSE - www.nyse.com                           61 64  64 62
        (4) NASDAQ - www.marketdata.nasdaq.com                2007
                                                          ------------

                                                          Q1 Q2  Q3 Q4
                                                          -- --  -- --
                                                          62 64  63 62
                                                          ============
*T

BGC Partners, Inc.
U.K. Media:
Adrian Thomas, 44-(0)207-894-8647
athomas@bgcpartners.com
or
U.S. Media:
Florencia Panizza, 212-294-7938
fpanizza@bgcpartners.com
or
Robert Hubbell, 212-294-7820
rhubbell@bgcpartners.com
or
Investors:
Jason McGruder, 212-829-4988
jmcgruder@bgcpartners.com

Copyright Business Wire 2008

 

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