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Earnings Per Share
9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]  
Earnings Per Share

6.

Earnings Per Share

U.S. GAAP guidance establishes standards for computing and presenting EPS. Basic EPS excludes dilution and is computed by dividing net income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding and contingent shares for which all necessary conditions have been satisfied except for the passage of time. Net income (loss) is allocated to the Company’s outstanding common stock, FPUs, LPUs and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings”).

Basic Earnings Per Share:

The following is the calculation of the Company’s basic EPS (in thousands, except per share data):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Basic earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) available to common stockholders

$

19,381

 

 

$

(3,529

)

 

$

61,794

 

 

$

71,950

 

Basic weighted-average shares of common stock

   outstanding

 

363,244

 

 

 

346,060

 

 

 

360,629

 

 

 

341,940

 

Basic earnings (loss) per share

$

0.05

 

 

$

(0.01

)

 

$

0.17

 

 

$

0.21

 

 

Fully Diluted Earnings Per Share:

Fully diluted EPS is calculated utilizing net income (loss) available to common stockholders plus net income allocations to the limited partnership interests as the numerator. The denominator comprises the Company’s weighted-average number of outstanding BGC shares of common stock, including contingent shares of BGC common stock, and, if dilutive, the weighted-average number of limited partnership interests, including contingent units of BGC Holdings, and other contracts to issue shares of BGC common stock, including RSUs. The limited partnership interests generally are potentially exchangeable into shares of BGC Class A common stock (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings”) and are entitled to their pro-rata share of earnings after the deduction for the Preferred Distribution; as a result, they are included in the fully diluted EPS computation to the extent that the effect would be dilutive.

The following is the calculation of the Company’s fully diluted EPS (in thousands, except per share data):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fully diluted earnings (loss) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) available to common stockholders

$

19,381

 

 

$

(3,529

)

 

$

61,794

 

 

$

71,950

 

Allocations of net income (loss) to limited partnership interests, net of tax

 

10,194

 

 

 

 

 

 

28,476

 

 

 

36,428

 

Net income (loss) for fully diluted shares

$

29,575

 

 

$

(3,529

)

 

$

90,270

 

 

$

108,378

 

Weighted-average shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock outstanding

 

363,244

 

 

 

346,060

 

 

 

360,629

 

 

 

341,940

 

Partnership units1

 

184,642

 

 

 

 

 

 

182,394

 

 

 

178,971

 

RSUs (Treasury stock method)

 

219

 

 

 

 

 

 

221

 

 

 

938

 

Other

 

1,139

 

 

 

 

 

 

1,231

 

 

 

1,369

 

Fully diluted weighted-average shares of

   common stock outstanding

 

549,244

 

 

 

346,060

 

 

 

544,475

 

 

 

523,218

 

Fully diluted earnings (loss) per share

$

0.05

 

 

$

(0.01

)

 

$

0.17

 

 

$

0.21

 

 

1

Partnership units collectively include FPUs, LPUs, and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings” for more information).

For the three and nine months ended September 30, 2020, 2.7 million and 2.9 million potentially dilutive securities, respectively, were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. Anti-dilutive securities for the three and nine months ended September 30, 2020, comprised RSUs. For the three and nine months ended September 30, 2019, approximately 182.7 million and 0.5 million potentially dilutive securities, respectively, were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. Anti-dilutive securities for the three months ended September 30, 2019, included 180.5 million limited partnership interests and 2.2 million other contracts to issue shares of BGC common stock, including RSUs. Anti-dilutive securities for the nine months ended September 30, 2019, comprised RSUs.

As of September 30, 2020 and 2019, approximately 28.4 million and 15.3 million shares, respectively, of contingent shares of BGC Class A common stock, N units, RSUs, and LPUs were excluded from the fully diluted EPS computations because the conditions for issuance had not been met by the end of the respective periods.