BGC To Commence All Cash $5.25 Per Share Takeover Offer For Rival GFI Group

(RTTNews) - BGC Partners, Inc. (BGCP), a brokerage company servicing financial and real estate markets, said it plans to commence a counter offer to acquire all of the outstanding shares of rival GFI Group Inc. (GFIG) for $5.25 per share in cash, in a transaction valued at about $675 million. BGC currently owns about 13.5 percent of GFI Group's common stock.

Howard Lutnick, chairman and chief executive officer of BGC stated, "Our offer provides a materially higher, all cash price to GFI shareholders, delivering a substantial premium and immediate liquidity. On a combined basis, BGC and GFI are expected to become one of the world's leading financial services brokers, with enhanced global reach and expanded capabilities."

BGC'S offer represents more than a 15 percent premium to the $4.55 per share all-stock transaction announced by CME Group Inc (CME), and GFI Group on July 30, 2014.

The offer also represents more than a 68 percent premium to the price of GFI Group shares on July 29, 2014, the last day prior to the announcement of the CME transaction.

BGC noted that it is confident that a combination of GFI and BGC will produce increased productivity per broker, meaningful synergies and significant cost savings.

BGC said it remains willing to engage directly with the board of GFI Group to negotiate a transaction. However, GFI Group's earlier refusal to engage in such discussions requires BGC to take its superior, all-cash offer directly to shareholders.

BGC believes that the pending transaction with CME deprives GFI shareholders of the appropriate value of their investment.

The tender offer will not be subject to any financing condition, BGC said.

In late July, Futures exchange operator CME Group agreed to acquire Fenics and Trayport businesses of GFI Group. The deal was a two-step transaction. FirstCME, CME would acquire GFI Group for $580 million and assume $240 million in debt.

Then, a consortium of GFI Group management, led by current Executive Chairman Michael Gooch and CEO Colin Heffron, would acquire GFI Group's wholesale brokerage and clearing businesses for $165 million in cash and the assumption, at closing, of about $63 million of unvested deferred compensation and other liabilities.

BGC Partners closed Monday's trading at $7.41, down 1.59 percent. GFI Group ended at $5.03, up 10.55 percent.