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Schedule I - Parent Company Only Financial Statements
 12 Months Ended
Dec. 31, 2020
Condensed Financial Information Disclosure [Abstract]  
Condensed Financial Information of Parent Company Only Disclosure
NEWMARK GROUP, INC.
(Parent Company Only)
BALANCE SHEETS
(in thousands)
December 31,
 20202019
Assets: 
Current assets: 
Cash and cash equivalents$76 $101 
Total current assets76 101 
Investment in subsidiaries501,373 543,412 
Receivables from related parties680,385 589,294 
Other assets188,248 179,813 
Total assets$1,370,082 $1,312,620 
Liabilities:
Current liabilities:
Accounts payable and accrued expenses$30,718 $74,564 
Payable to related parties3,930 49,098 
Total current liabilities34,648 123,662 
Long-term debt680,385 589,294 
Total liabilities715,033 712,956 
Total stockholders’ equity655,049 599,664 
Total liabilities and stockholders’ equity$1,370,082 $1,312,620 
 
The accompanying Notes to the Financial Statements are an integral part of these financial statements.
NEWMARK GROUP, INC.
(Parent Company Only)
STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Year Ended December 31,
 202020192018
Revenues: 
Interest income$44,067 $39,634 $27,249 
Total revenue44,067 39,634 27,249 
Expenses:
Professional and consulting fees323 763 277 
Interest expense44,067 39,634 27,249 
Other expenses950 930 344 
Total expenses45,340 41,327 27,870 
Loss from operations before income taxes(1,273)(1,693)(621)
Equity income of subsidiaries113,732 168,358 190,826 
Provision for income taxes32,399 49,360 83,473 
Net income available to common stockholders$80,060 $117,305 $106,732 
Per share data:
Basic earnings per share
Net income available to common stockholders(1)
$70,281 $104,406 $101,641 
Basic earnings per share$0.39 $0.59 $0.65 
Basic weighted-average shares of common stock outstanding179,106 177,774 157,256 
Fully diluted earnings per share
Net income for fully diluted shares$70,281 $108,160 $105,571 
Fully diluted earnings per share$0.39 $0.58 $0.64 
Fully diluted weighted-average shares of common stock outstanding
179,690 185,016 163,810 
(1)Includes a reduction for dividends on preferred stock or units in the amount of of $9.8 million, $12.9 million and $5.1 million for the years ended December 31, 2020, 2019 and 2018, respectively.

The accompanying Notes to the Financial Statements are an integral part of these financial statements.
NEWMARK GROUP, INC.
(Parent Company Only)
STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
Year Ended December 31,
 202020192018
Net income$80,060 $117,305 $106,732 
Foreign currency translation adjustment(1,776)— — 
Total other comprehensive income, net of tax78,284 117,305 106,732 
Comprehensive income available to common stockholders$78,284 $117,305 $106,732 
 The accompanying Notes to the Financial Statements are an integral part of these financial statements.
NEWMARK GROUP, INC.
(Parent Company Only)
STATEMENTS OF CASH FLOWS
(in thousands)
Year Ended December 31,
 202020192018
CASH FLOWS FROM OPERATING ACTIVITIES: 
Net income (loss)$80,060 $117,305 $106,732 
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Equity income from subsidiaries(113,732)(168,358)(190,826)
Deferred tax provision/(benefit) 1,337 (29,127)14,197 
Changes in operating assets and liabilities:
Receivables from subsidiaries(105,356)4,223 22,717 
Payable to subsidiaries(30,906)(7,539)120,483 
Other assets(6,367)2,711 (1,655)
Accounts payable, accrued expenses and other liabilities(43,845)(9,873)68,123 
Net cash (used in) provided by operating activities(218,809)(90,658)139,771 
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for acquisitions, net of cash acquired(5,850)(17,726)(6,691)
Net cash used in investing activities(5,850)(17,726)(6,691)
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions from subsidiaries531,938 236,074 107,000 
Repayment of long-term debt(275,000)(105,000)(670,710)
Borrowings of long-term debt365,000 155,000 537,926 
Reinvestment of cash in subsidiaries(365,000)(71,000)(65,000)
Dividends to stockholders(23,171)(69,245)(41,787)
Treasury stock repurchases(6,817)(37,368)(486)
Payment of deferred financing costs(2,316)— — 
Net cash provided by (used in) financing activities224,634 108,461 (133,057)
Net (decrease) increase in cash and cash equivalents(25)77 23 
Cash and cash equivalents at beginning of period101 24 1 
Cash and cash equivalents at end of period$76 $101 $24 
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest$40,640 $36,959 $21,751 
Taxes$76,446 $90,813 $1,165 
Supplemental disclosure of noncash investing and financing activities:
Treasury stock repurchases$453 $4,732 $— 
 
The accompanying Notes to the Financial Statements are an integral part of these financial statements.
Organization and Basis of Presentation
The accompanying Parent Company Only Financial Statements of Newmark Group, Inc. (“Newmark”) should be read in conjunction with the accompanying consolidated financial statements of Newmark Group, Inc. and subsidiaries and notes thereto. Newmark, a Delaware corporation, was formed as NRE Delaware, Inc. on November 18, 2016. Newmark changed its name to Newmark Group, Inc. on October 18, 2017. Newmark Holdings, L.P. (“Newmark Holdings”) is a consolidated subsidiary of Newmark for which Newmark is the general partner. Newmark and Newmark Holdings jointly own Newmark Partners, L.P. (“Newmark OpCo”), the operating partnership. Newmark is a leading commercial real estate services firm. Newmark offers commercial real estate tenants, owner-occupiers, investors and developers a wide range of services, including leasing and corporate advisory, investment sales and real estate finance, origination of and servicing of commercial mortgage loans, valuation, project and development management and property and facility management.

Newmark's Separation and Spin-Off From BGC Partners, Inc.
Newmark was formed initially through the purchase by BGC Partners, Inc. (“BGC Partners” or “BGC”) of Newmark & Company Real Estate, Inc. and certain of its affiliates in 2011. A majority of the voting power of BGC Partners is held by Cantor Fitzgerald, L.P. (“Cantor”).

On December 13, 2017, BGC, BGC Holdings L.P. (“BGC Holdings”), BGC Partners, L.P. (“BGC U.S. OpCo”), Newmark, Newmark Holdings, Newmark OpCo and, solely for the provisions listed therein, Cantor and BGC Global Holdings, L.P. entered into a Separation and Distribution Agreement (as amended on November 8, 2018 and amended and restated on November 23, 2018, the “Separation and Distribution Agreement”) governing the separation and pro-rata distribution.

On November 30, 2018 (the “Distribution Date”), BGC completed its previously announced Spin-Off to its stockholders of all of the shares of common stock of Newmark owned by BGC as of immediately prior to the effective time of the Spin-Off, with shares of Newmark Class A common stock distributed to the holders of shares of BGC Class A common stock (including directors and executive officers of BGC Partners) of record as of the close of business on November 23, 2018 (the “Record Date”), and shares of Newmark Class B common stock distributed to the holders of shares of BGC Class B common stock (consisting of Cantor and CF Group Management, Inc. (“CFGM”)) of record as of the close of business on the Record Date. The Spin-Off was effective as of 12:01 a.m., New York City time, on the Distribution Date.

In connection with the Separation and Distribution Agreement, BGC contributed its interests in Berkeley Point Financial LLC (“Berkeley Point” or “BPF”) and Cantor Commercial Real Estate Company, LP (“CCRE” or “Real Estate, L.P”) to Newmark.

Based on the number of shares of BGC common stock outstanding as of the close of business on the Record Date, BGC’s stockholders as of the Record Date received in the Spin-Off 0.463895 of a share of Newmark Class A common stock for each share of BGC Class A common stock held as of the Record Date, and 0.463895 of a share of Newmark Class B common stock for each share of BGC Class B common stock held as of the Record Date. BGC Partners stockholders received cash in lieu of any fraction of a share of Newmark common stock that they otherwise would have received in the Spin-Off.

Prior to and in connection with the Spin-Off, 14.8 million Newmark Holdings units held by BGC were exchanged into 9.4 million shares of Newmark Class A common stock, and 5.4 million shares of Newmark Class B common stock, and 7.0 million Newmark OpCo units held by BGC were exchanged into 6.9 million shares of Newmark Class A common stock. These Newmark Class A and Class B shares of common stock were included in the Spin-Off to BGC’s stockholders.

In the aggregate, BGC distributed 131,886,409 shares of Newmark Class A common stock and 21,285,537 shares of Newmark Class B common stock to BGC’s stockholders in the Spin-Off. These shares of Newmark common stock collectively represented approximately 94% of the total voting power of outstanding common stock and approximately 87% of the total economics of Newmark outstanding common stock, in each case as of the Distribution Date.

On March 7, 2018, BGC Partners and its operating subsidiaries had purchased 16.6 million newly issued exchangeable limited partnership units (the “Newmark Holdings Units”) of Newmark Holdings for approximately $242.0 million (the “Investment in Newmark Holdings”). On November 30, 2018, BGC Partners also caused its subsidiary, BGC Holdings, to distribute pro rata (the “BGC Holdings Distribution”) all of the 1,458,931 Newmark Holdings Units held by BGC Holdings immediately prior to the effective time of the BGC Holdings Distribution to its limited partners entitled to receive distributions on their BGC Holdings units (including Cantor and executive officers of BGC) who were holders of record of such units as of
the Record Date. The Newmark Holdings Units distributed to BGC Holdings partners in the BGC Holdings distribution are exchangeable for shares of Newmark Class A common stock, and in the case of the 449,917 Newmark Holdings Units received by Cantor also into shares of Newmark Class B common stock, at the applicable exchange ratio (subject to adjustment). As of December 31, 2020, the exchange ratio was 0.9379 shares of Newmark common stock per Newmark Holdings Unit.

Following the Spin-Off and the BGC Holdings Distribution, BGC Partners ceased to be Newmark’s controlling stockholder, and BGC and its subsidiaries no longer held any shares of Newmark common stock or other equity interests in it or its subsidiaries. Therefore, BGC no longer consolidates Newmark with its financial results subsequent to the Spin-Off. Cantor continues to control Newmark and its subsidiaries following the Spin-Off and the BGC Holdings Distribution.
Other Assets
Other assets consisted of the following (in thousands):
 December 31,
 20202019
Deferred tax assets $184,714 $179,501 
Prepaid assets3,534 312 
Total$188,248 $179,813 
Accounts payable and accrued expenses
Accounts payable and accrued expenses consisted of the following (in thousands):
 December 31,
 20202019
Corporate taxes payable$22,692 $67,700 
Accrued interest4,841 4,369 
Other3,185 2,495 
Total$30,718 $74,564 
Long-Term Debt
Long-term debt consisted of the following (in thousands):
December 31,
 20202019
6.125% Senior Notes
$542,772 $540,377 
Credit Facility137,613 48,917 
Total$680,385 $589,294 
6.125% Senior Notes
On November 6, 2018, Newmark closed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023 (the “6.125% Senior Notes”). The 6.125% Senior Notes were priced on November 1, 2018 at 98.94% to yield 6.375%. The 6.125% Senior Notes were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933, as amended (“Securities Act”). The 6.125% Senior Notes were subsequently exchanged for notes with substantially similar terms that were registered under the Securities Act. The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023.

The carrying amount of the 6.125% Senior Notes was determined as follows (in thousands):
December 31,
 20202019
Principal balance$550,000 $550,000 
Less: debt issue cost3,688 4,972 
Less: debt discount3,540 4,651 
Total$542,772 $540,377 

Newmark uses the effective interest rate method to amortize debt discounts and uses the straight-line method to amortize debt issue costs over the life of the notes. Interest expense, amortization of debt issue costs and amortization of the
debt discount of the 6.125% Senior Notes, included in “Interest (expense) income, net” on the accompanying consolidated statements of operations, were as follows (in thousands):
 Year Ended December 31,
202020192018
Interest expense$33,687 $34,730 $5,300 
Debt issue cost amortization1,284 1,282 198 
Debt discount amortization1,111 565 47 
Total$36,082 $36,577 $5,545 

Debt Repurchase Program
On June 16, 2020, the Newmark Board of Directors and its Audit Committee authorized a debt repurchase program for the repurchase by Newmark of up to $50.0 million of Newmark’s 6.125% Senior Notes and any future debt securities issued by the Company.

As of December 31, 2020, Newmark had $50.0 million remaining under its debt repurchase authorization.

Credit Facility
On November 28, 2018, Newmark entered into a credit agreement by and among Newmark, 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 provided for a $250.0 million three-year unsecured senior revolving credit facility (the “Credit Facility”). Borrowings under the Credit Facility bore an annual interest rate equal to, at Newmark’s option, either (a) LIBOR for specified periods, or upon the consent of all Lenders, such other period that is 12 months or less, 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%. The applicable margin is 2.0% with respect to LIBOR borrowings and can range from 1.25% to 2.25% in (a) above and was 1.00% with respect to base rate borrowings and can range from 0.25% to 1.25% in (b) above, depending upon Newmark’s credit rating. The Credit Facility also provides for an unused facility fee.
On February 26, 2020, Newmark entered into an amendment to the Credit Agreement, increasing the size of the Credit Facility to $425.0 million (the “Amended Credit Facility”) and extending the maturity date to February 26, 2023. The annual interest rate on the Amended Credit Facility was reduced to LIBOR plus 1.75%, subject to a pricing grid linked to Newmark’s credit ratings from Standard & Poor’s and Fitch.

    On March 16, 2020, Newmark entered into a second amendment to the Credit Agreement, increasing the size of the Amended Credit Facility to $465.0 million (the "Second Amended Credit Facility"). The annual interest rate on the Second Amended Credit Facility is LIBOR plus 1.75%, subject to a pricing grid linked to Newmark’s credit ratings from Standard & Poor’s and Fitch.

During the year ended December 31, 2020, Newmark drew $365.0 million on the Credit Facility and paid down $275.0 million.

Details of the Second Amended Credit Facility are as follows (in thousands):
December 31,
 20202019
Principal balance$140,000 $50,000 
Less: Debt issue cost2,387 1,083 
Total$137,613 $48,917 
As of December 31, 2020 and 2019, borrowings under the Credit Facility carried an interest rate of 1.90% and 3.76%, with a weighted-average interest rate of 2.37% and 3.76%, respectively. Newmark uses the straight-line method to amortize debt issue costs over the life of the notes. Interest expense and amortization of debt issue costs of the Credit Facility, included in “Interest (expense) income, net” on the accompanying consolidated statements of operations, were as follows (in thousands):
 Year Ended December 31,
202020192018
Interest expense$6,618 $1,865 $— 
Debt issue cost amortization1,012 565 47 
Unused facility fee354 627 71 
Total$7,984 $3,057 $118 
Subsequent Events
On February 17, 2021, Newmark's Board increased our share repurchase authorization to $400 million.

On February 17, 2021, Newmark declared a qualified quarterly dividend of $0.01 per share payable on March 26, 2021 to Class A and Class B common stockholders of record as of March 10, 2021. The ex-dividend date will be March 9, 2021.