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Stock Transactions and Unit Redemptions
 9 Months Ended
Sep. 30, 2020
Equity [Abstract]  
Stock Transactions and Unit Redemptions

7.

Stock Transactions and Unit Redemptions

Class A Common Stock

Changes in shares of BGC Class A common stock outstanding were as follows (in thousands):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Shares outstanding at beginning of period

 

313,323

 

 

 

297,871

 

 

 

307,915

 

 

 

291,475

 

Share issuances:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redemptions/exchanges of limited partnership interests1

 

1,747

 

 

 

4,002

 

 

 

5,821

 

 

 

9,702

 

Vesting of RSUs

 

115

 

 

 

62

 

 

 

915

 

 

 

383

 

Acquisitions

 

42

 

 

 

349

 

 

 

327

 

 

 

848

 

Other issuances of BGC Class A common stock

 

90

 

 

 

53

 

 

 

339

 

 

 

162

 

Treasury stock repurchases

 

(2

)

 

 

—

 

 

 

(2

)

 

 

(233

)

Forfeitures of restricted BGC Class A common stock

 

—

 

 

 

(22

)

 

 

—

 

 

 

(22

)

Shares outstanding at end of period

 

315,315

 

 

 

302,315

 

 

 

315,315

 

 

 

302,315

 

 

1

Included in redemptions/exchanges of limited partnership interests for the three months ended September 30, 2020 and 2019 are 0.5 million shares of BGC Class A common stock granted in connection with the cancellation of 0.4 million LPUs, and 2.8 million shares of BGC Class A common stock granted in connection with the cancellation of 3.2 million LPUs, respectively. Included in redemptions/exchanges of limited partnership interests for the nine months ended September 30, 2020 and 2019 are 2.6 million shares of BGC Class A common stock granted in connection with the cancellation of 2.5 million LPUs, and 5.2 million shares of BGC Class A common stock granted in connection with the cancellation of 5.8 million LPUs, respectively. Because LPUs are included in the Company’s fully diluted share count, if dilutive, redemptions/exchanges in connection with the issuance of BGC Class A common stock would not impact the fully diluted number of shares outstanding.

Class B Common Stock

The Company did not issue any shares of BGC Class B common stock during the three and nine months ended September 30, 2020 and 2019. As of September 30, 2020 and December 31, 2019, there were 45,884,380 shares of BGC Class B common stock outstanding.

CEO Program

On March 9, 2018, the Company entered into the March 2018 Sales Agreement, pursuant to which the Company may offer and sell up to an aggregate of $300.0 million of shares of BGC Class A common stock under the CEO Program. Proceeds from shares of BGC Class A common stock sold under the March 2018 Sales Agreement may be used for the repurchase of shares and the redemptions of limited partnership interests in BGC Holdings, as well as for general corporate purposes, including acquisitions and the repayment of debt. CF&Co is a wholly-owned subsidiary of Cantor and an affiliate of the Company. Under the March 2018 Sales Agreement, the Company has agreed to pay CF&Co up to 2% of the gross proceeds from the sale of shares. The Company did not sell any shares under the March 2018 Sales Agreement during the three months ended September 30, 2020. During the nine months ended September 30, 2020, the Company sold 0.2 million shares under the March 2018 Sales Agreement for aggregate proceeds of $0.7 million, at a weighted-average price of $4.04 per share. As of September 30, 2020, the Company had sold 17.6 million shares of BGC Class A common stock (or $210.6 million) under the March 2018 Sales Agreement. For additional information on the Company’s CEO Program sales agreements, see Note 14—“Related Party Transactions.”

Unit Redemptions and Share Repurchase Program

The Company’s Board and Audit Committee have authorized repurchases of BGC Class A common stock and redemptions of limited partnership interests or other equity interests in the Company’s subsidiaries. On August 1, 2018, the Company’s Board and Audit Committee increased the BGC Partners share repurchase and unit redemption authorization to $300.0 million, which may include purchases from Cantor, its partners or employees or other affiliated persons or entities. As of September 30, 2020, the Company had $251.2 million remaining from its share repurchase and unit redemption authorization. From time to time, the Company may actively continue to repurchase shares and/or redeem units.

The table below represents the units redeemed and/or shares repurchased for cash and does not include units redeemed/cancelled in connection with the grant of shares of BGC Class A common stock nor the limited partnership interests exchanged for shares of BGC Class A common stock. The unit redemptions and share repurchases of BGC Class A common stock during the three and nine months ended September 30, 2020 were as follows (in thousands, except for weighted-average price data):

 

Period

 

Total Number

of Units

Redeemed

or Shares

Repurchased

 

 

Weighted-Average Price

Paid per Unit

or Share

 

 

Approximate

Dollar Value

of Units and

Shares That May

Yet Be Redeemed/

Purchased

Under the Program

 

Redemptions1,2

 

 

 

 

 

 

 

 

 

 

 

 

January 1, 2020—March 31, 2020

 

 

235

 

 

$

4.30

 

 

 

 

 

April 1, 2020—June 30, 2020

 

 

103

 

 

 

3.05

 

 

 

 

 

July 1, 2020—September 30, 2020

 

 

1,481

 

 

 

2.80

 

 

 

 

 

Total Redemptions

 

 

1,819

 

 

$

3.01

 

 

 

 

 

Repurchases3,4

 

 

 

 

 

 

 

 

 

 

 

 

January 1, 2020—March 31, 2020

 

 

—

 

 

$

—

 

 

 

 

 

April 1, 2020—June 30, 2020

 

 

—

 

 

 

—

 

 

 

 

 

July 1, 2020—July 31, 2020

 

 

2

 

 

 

2.58

 

 

 

 

 

August 1, 2020—September 30, 2020

 

 

—

 

 

 

—

 

 

 

 

 

Total Repurchases

 

 

2

 

 

 

2.58

 

 

 

 

 

Total Redemptions and Repurchases

 

 

1,821

 

 

$

3.01

 

 

$

251,206

 

 

1

During the three months ended September 30, 2020, the Company redeemed 1.5 million LPUs at an aggregate redemption price of $4.1 million for a weighted-average price of $2.81 per unit. During the three months ended September 30, 2020, the Company redeemed 27 thousand FPUs at an aggregate redemption price of $73 thousand for a weighted-average price of $2.74 per unit. During the three months ended September 30, 2019, the Company redeemed 36 thousand LPUs at an aggregate redemption price of $188 thousand for a weighted-average price of $5.19 per unit and 37 thousand FPUs at an aggregate redemption price of $196 thousand for a weighted-average price of $5.28 per unit. The table above does not include units redeemed/cancelled in connection with the grant of 0.5 million and 2.8 million shares of BGC Class A common stock during the three months ended September 30, 2020 and 2019, respectively, nor the limited partnership interests exchanged for 1.3 million and 1.2 million shares of BGC Class A common stock during the three months ended September 30, 2020 and 2019, respectively.

2

During the nine months ended September 30, 2020, the Company redeemed 1.8 million LPUs at an aggregate redemption price of $5.4 million for a weighted-average price of $3.02 per unit. During the nine months ended September 30, 2020, the Company redeemed 28 thousand FPUs at an aggregate redemption price of $77 thousand for a weighted-average price of $2.75 per unit. During the nine months ended September 30, 2019, the Company redeemed 1.3 million LPUs at an aggregate redemption price of $7.9 million for a weighted-average price of $5.94 per unit and 42 thousand FPUs at an aggregate redemption price of $226 thousand for a weighted-average price of $5.35 per unit. The table above does not include units redeemed/cancelled in connection with the grant of 2.6 million and 5.2 million shares of BGC Class A common stock during the nine months ended September 30, 2020 and 2019, respectively, nor the limited partnership interests exchanged for 3.1 million and 3.6 million shares of BGC Class A common stock during the nine months ended September 30, 2020 and 2019, respectively.

3

During the three and nine months ended September 30, 2020, the Company repurchased 2 thousand shares of BGC Class A common stock at an aggregate price of $6 thousand for a weighted-average price of $2.58 per share.

4

The Company did not repurchase any shares of BGC Class A common stock during the three months ended September 30, 2019. During the nine months ended September 30, 2019, the Company repurchased 0.2 million shares of BGC Class A common stock at an aggregate price of $1.2 million for a weighted-average price of $5.30 per share.

Redeemable Partnership Interest

The changes in the carrying amount of FPUs were as follows (in thousands):

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

Balance at beginning of period

 

$

23,638

 

 

$

24,706

 

Consolidated net income allocated to FPUs

 

 

815

 

 

 

1,942

 

Earnings distributions

 

 

(255

)

 

 

(1,297

)

FPUs exchanged

 

 

(797

)

 

 

(733

)

FPUs redeemed

 

 

(121

)

 

 

(58

)

Balance at end of period

 

$

23,280

 

 

$

24,560