BGC Announces Launch of Exchange Offer for its 6.600% Senior Notes due 2029

Rhea-AI Summary

BGC Group (Nasdaq: BGC) has announced an exchange offer for its 6.600% Senior Notes due 2029. The company is offering to exchange up to $500 million aggregate principal amount of its outstanding notes (Old Notes) for an equivalent amount of registered notes (Exchange Notes). The exchange offer will expire on September 24, 2024, at 5:00 p.m. New York City time, unless extended.

This exchange offer is being made to fulfill BGC's obligations under a registration rights agreement related to the initial issuance of the Old Notes in June 2024. It does not represent a new financing transaction. The exchange offer's terms are detailed in a prospectus dated August 26, 2024, with Wilmington Trust, National Association serving as the exchange agent.

Positive

• Fulfilling registration rights agreement obligations, demonstrating commitment to regulatory compliance
• No new financing transaction, maintaining current debt levels

Negative

• None.

NEW YORK, Aug. 26, 2024 /PRNewswire/ -- BGC Group, Inc. (Nasdaq: BGC) ("BGC" or the "Company") today announced an offer to exchange up to $500 million aggregate principal amount of its outstanding 6.600% Senior Notes due 2029 (the "Old Notes") for an equivalent amount of its 6.600% Senior Notes due 2029 registered under the Securities Act of 1933, as amended (the "Exchange Notes").

$500 million aggregate principal amount of Old Notes were issued and sold by the Company in June 2024 in a private offering.

The exchange offer will expire at 5:00 p.m., New York City time, on September 24, 2024, unless extended. Tenders of Old Notes must be made before the exchange offer expires and may be withdrawn any time prior to the expiration of the exchange offer. The exchange offer is being made to satisfy the Company's obligations under a registration rights agreement entered into in connection with the issuance of the Old Notes and does not represent a new financing transaction.

The terms of the exchange offer are set forth in a prospectus dated August 26, 2024. Copies of the prospectus and the other exchange offer documents may be obtained from the exchange agent:

Wilmington Trust, National Association
50 South Sixth Street, Suite 1290 
Minneapolis, Minnesota 55402 
Attn: BGC Group Notes Administrator 
Email: DTC@wilmingtontrust.com
Facsimile: (612) 217-5651

This press release is for informational purposes only and is neither an offer to buy or sell nor a solicitation of an offer to buy or sell any Old Notes or Exchange Notes. The exchange offer is being made only pursuant to the exchange offer prospectus, which is being distributed to holders of the Old Notes and has been filed with the Securities and Exchange Commission as part of the Company's Registration Statement on Form S-4 (File No. 333-281372), which was declared effective on August 23, 2024.

Discussion of Forward-Looking Statements About BGC

Statements in this document regarding BGC that are not historical facts are "forward-looking statements" that involve risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements. These include statements about the Company's business, results, financial position, liquidity, and outlook, which may constitute forward-looking statements and are subject to the risk that the actual impact may differ, possibly materially, from what is currently expected. Except as required by law, BGC undertakes no obligation to update any forward-looking statements. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see BGC's Securities and Exchange Commission filings, including, but not limited to, the risk factors and Special Note on Forward-Looking Information set forth in these filings and any updates to such risk factors and Special Note on Forward-Looking Information contained in subsequent reports on Form 10-K, Form 10-Q or Form 8-K.

MEDIA CONTACT:
Erica Chase
+1 212-610-2419

INVESTOR CONTACT:
Jason Chryssicas
+1 212-610-2426

 

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SOURCE BGC Group, Inc.

FAQ

What is the purpose of BGC's exchange offer for its 6.600% Senior Notes due 2029?

BGC's exchange offer is to fulfill obligations under a registration rights agreement related to the initial issuance of the Old Notes in June 2024. It allows holders to exchange unregistered notes for registered ones, but does not represent a new financing transaction.

When does BGC's exchange offer for its 6.600% Senior Notes expire?

The exchange offer for BGC's 6.600% Senior Notes due 2029 is set to expire on September 24, 2024, at 5:00 p.m. New York City time, unless extended by the company.

What is the total amount of notes BGC is offering to exchange in this offer?

BGC is offering to exchange up to $500 million aggregate principal amount of its outstanding 6.600% Senior Notes due 2029 for an equivalent amount of registered notes.

Who is the exchange agent for BGC's Senior Notes exchange offer?

Wilmington Trust, National Association is serving as the exchange agent for BGC's Senior Notes exchange offer.