On November 28, 2018, BGC Partners, Inc. (BGC or the Company) entered into a credit agreement by and among the Company, the
several financial institutions from time to time party thereto, as Lenders, and Bank of America, N.A., as Administrative Agent (the Credit Agreement). The Credit Agreement provides for a $350 million
two-year
unsecured senior revolving credit facility (the Revolving Credit Facility).
Borrowings under
the Revolving Credit Facility will bear interest at a per annum rate equal to, at the Companys option, either (a) LIBOR for interest periods of one, two, three or six months, as selected by the Company, or upon the consent of all Lenders,
such other period that is 12 months or less (in each case, subject to availability), as selected by the Company, plus an applicable margin, or (b) a base rate equal to the greatest of (i) the federal funds rate plus 0.5%, (ii) the prime
rate as established by the Administrative Agent, and
(iii) one-month
LIBOR plus 1.0%, in each case plus an applicable margin. The applicable margin will initially be 2.0% with respect to LIBOR borrowings
in (a) above and 1.0% with respect to base rate borrowings in (b) above. The applicable margin with respect to LIBOR borrowings in (a) above will range from 1.5% to 2.5% depending upon the Companys credit rating, and with
respect to base rate borrowings in (b) above will range from 0.5% to 1.5% depending upon the Companys credit rating. The Credit Agreement also provides for certain upfront and arrangement fees and for an unused facility fee.
The Credit Agreement contains financial covenants with respect to minimum net worth, minimum net excess capital and minimum interest coverage, as well as a
maximum leverage ratio. The Credit Agreement also contains certain other customary affirmative and negative covenants and events of default.
The Company
plans to use funds borrowed under the Credit Agreement for general corporate purposes.
The foregoing description of the Credit Agreement does not purport
to be complete and is qualified in its entirety by reference to the actual terms of the Credit Agreement, a copy of which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.
The Credit Agreement replaces the Companys existing revolving credit agreement, dated as of September 8, 2017, by and among the Company, the
several financial institutions from time to time party thereto, as Lenders, and Bank of America, N.A., as Administrative Agent (the Prior Credit Agreement). The Prior Credit Agreement has been terminated in connection with the entry into
the Credit Agreement.
On November 28, 2018, the Company issued a press release announcing the Credit Agreement. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
As previously disclosed, on December 13, 2017, the Company entered into an
unsecured senior credit agreement with Newmark Group, Inc. (Newmark), which was subsequently amended and restated on March 19, 2018 (the Prior Intercompany Credit Agreement). On November 30, 2018, the Prior
Intercompany Credit Agreement was terminated in accordance with its terms, immediately prior to consummation of Newmarks
spin-off
from the Company on November 30, 2018.
Discussion of Forward-Looking Statements about BGC
Statements in this document regarding BGC that are not historical facts are forward-looking statements that involve risks and uncertainties, which
could cause actual results to differ from those contained in the forward-looking statements. Except as required by law, BGC undertakes no obligation to update any forward-looking statements. For a discussion of additional risks and uncertainties,
which could cause actual results to differ from those contained in the forward-looking statements, see BGCs Securities and Exchange Commission filings, including, but not limited to, the risk factors set forth in these filings and any updates
to such risk factors contained in subsequent Forms
10-K,
Forms
10-Q
or Forms
8-K.