22.	Subsequent Events

Acquisitions

Berkeley Point and Related Transactions

On July 18, 2017 the Company announced that it has agreed to acquire Berkeley Point Financial LLC and its subsidiary (“Berkeley Point”) from an affiliate of Cantor. Berkeley Point is a leading commercial real estate finance company focused on the origination and sale of multifamily and other commercial real estate loans through government-sponsored and government-funded loan programs, as well as the servicing of commercial real estate loans, including those it originates. Berkeley Point was acquired by an affiliate of Cantor on April 10, 2014. The Company’s Board of Directors, upon the unanimous recommendation of a Special Committee consisting of all four independent directors, assisted by independent advisors, unanimously approved the acquisition of Berkeley Point and the related transactions. The total consideration for the acquisition of Berkeley Point is $875 million, subject to certain adjustments at closing.

Contemporaneously with the proposed acquisition of Berkeley Point, the Company will invest $100 million in cash for approximately 27 percent of the capital in a commercial real estate-related finance and investment business (“Real Estate LP”), along with Cantor (the "BGC Investment"). Cantor will control the Real Estate LP and will contribute approximately $267 million of cash and non-cash assets for approximately 73 percent of Real Estate LP’s capital. The Real Estate LP will be structured as a limited partnership, is expected to collaborate with Cantor's significant existing commercial real estate finance business, and may conduct activities in any real estate-related business. Under the terms of the Real Estate LP, Cantor has agreed to bear initial net losses of the partnership, if any, up to an aggregate amount of approximately $37 million per year. The Company will be entitled to a cumulative annual preferred return of five percent of its capital account balance and a profit participation thereafter. After the transactions are completed, Berkeley Point and the BGC Investment will become part of Newmark Knight Frank, the Company’s Real Estate Services segment.

The obligations of the parties to complete these transactions are subject to customary closing conditions, including the receipt of certain consents or non-objections from certain government-sponsored enterprises and government agencies. The transaction agreement includes customary representations, warranties and covenants, including covenants related to the operation of Berkeley Point by Cantor during the period prior to the closing and covenants related to intercompany referral arrangements among the Company, Cantor and their respective subsidiaries. These referral arrangements provide for profit-sharing and fee-sharing arrangements at various rates depending on the nature of a particular referral. The parties have further agreed that, so long as BGC or one of its subsidiaries maintains the BGC Investment in the Real Estate LP, the Real Estate LP and Cantor will seek certain government-sponsored and government-funded loan financing exclusively through Berkeley Point whenever possible. The Berkeley Point acquisition has been determined to be a combination of entities under common control that will result in a change in our reporting entity. Accordingly, our financial results will be retrospectively adjusted once the transaction is closed to include the financial results of Berkeley Point as if it had always been consolidated.

Spring11

On July 26, 2017 the Company acquired a controlling interest in Spring11 Holdings, L.P., a Delaware limited partnership (“S11 LP”) and Spring11 Advisory Services Limited, a private company limited by shares registered in England and Wales (“S11 UK” and, together with S11 LP and the other Spring11 entities, “Spring11”). Two subsidiaries of Cantor entered into an agreement to acquire 75% of the equity interests in Spring11 on May 15, 2017, and the Company assumed the obligation to purchase a controlling interest from Cantor at the same price.

Spring11 provides commercial real estate consulting and advisory services to a variety of commercial real estate clients, including lenders, investment banks, and investors. Spring11’s core competencies include: underwriting, modeling, structuring, due diligence and asset management. Spring11 also offers clients cost-effective and flexible staffing solutions through both on-site and off-site teams. Spring11 has offices in the United States located in New York, Atlanta, Los Angeles and Texas, in London, United Kingdom and in Chennai, India.

Second Quarter 2017 Dividend

On July 25, 2017, the Company’s Board of Directors declared a quarterly cash dividend of $0.18 per share for the second quarter of 2017, payable on August 28, 2017 to Class A and Class B common stockholders of record as of August 14, 2017.

Controlled Equity Offering

Since June 30, 2017, the Company has sold, pursuant to the November 2014 Sales Agreement, 0.5 million shares of Class A common stock related to redemptions and exchanges of limited partnership interests in BGC Holdings.