NEW YORK, Jan. 22, 2015 /PRNewswire/ -- BGC Partners, Inc.
(NASDAQ: BGCP) ("BGC Partners," "the Company," or "BGC"), a leading
global brokerage company primarily servicing the financial and real
estate markets, today announced that Glass, Lewis & Co., LLC
("Glass Lewis"), a leading independent proxy advisory service, has
recommended that shareholders of GFI Group Inc. (NYSE: GFIG) ("GFI
Group" or "GFI") vote AGAINST the merger agreement with CME Group
Inc. (NASDAQ: CME) ("CME") at the special meeting of GFI
shareholders scheduled for January
27, 2015.
Howard Lutnick, Chairman and
Chief Executive Officer of BGC, said: "We are pleased that, after
thorough and independent analysis, Glass Lewis recognizes the
'flawed and conflicted' nature of the proposed CME-GFI management
$5.85 stock and cash
transaction.
"We continue to be fully committed to completing our tender
offer and urge shareholders to protect the value of their
investment in GFI by voting against all of the proposals related to
the CME transaction at the special meeting of GFI
shareholders. We also remind GFI shareholders to tender their
shares into our clearly superior offer in order to receive the
higher value to which they are entitled."
In its analysis, Glass Lewis noted the following regarding the
proposed CME transaction: "...In hindsight, it seems readily
apparent the GFI board's flawed and conflicted process failed to
extract any significant semblance of maximum value or a favorable
price, and further failed to fully incorporate those bidders
willing to offer decidedly greater value to GFI investors..."
Additionally Glass Lewis observed: "...We believe the sum of
these factors overwhelmingly suggest investors should have little
-- if, truly, any -- confidence the present arrangement represents,
within reasonable doubt, the most attractive value available to GFI
and its shareholders..."
As previously announced, BGC has also filed a proxy statement
with a GOLD proxy card with the SEC in order to solicit votes
against the inferior CME transaction at the January 27, 2015 GFI special meeting. GFI
shareholders can vote against this transaction by returning the
GOLD proxy card from BGC or by voting "against" using the materials
provided by GFI.
Stockholders with questions about how to vote or tender their
shares may call Innisfree M&A Incorporated, BGC's proxy
solicitor and Information Agent, toll-free at (888) 750-5884.
BGC's financial advisor and dealer manager for the tender offer
is Cantor Fitzgerald & Co. and its legal advisor is Wachtell,
Lipton, Rosen & Katz.
About BGC Partners, Inc.
BGC Partners is a leading global brokerage company servicing the
financial and real estate markets. Products include fixed
income securities, interest rate swaps, foreign exchange, equities,
equity derivatives, credit derivatives, commercial real estate,
commodities, futures, and structured products. BGC also provides a
wide range of services, including trade execution, broker-dealer
services, clearing, processing, information, and other back-office
services to a broad range of financial and non-financial
institutions. Through its BGC Trader and BGC Market Data
brands, BGC offers financial technology solutions, market data, and
analytics related to numerous financial instruments and
markets. Through the Newmark Grubb Knight Frank brand, BGC
offers a wide range of commercial real estate services including
leasing and corporate advisory, investment sales and financial
services, consulting, project and development management, and
property and facilities management. BGC's customers include many of
the world's largest banks, broker-dealers, investment banks,
trading firms, hedge funds, governments, corporations, property
owners, real estate developers, and investment firms. BGC's common
stock trades on the NASDAQ Global Select Market under the ticker
symbol (NASDAQ: BGCP). BGC also has an outstanding bond
issuance of Senior Notes due June 15,
2042, which trade on the New York Stock Exchange under the
symbol (NYSE: BGCA). BGC Partners is led by Chairman and
Chief Executive Officer Howard W. Lutnick. For more information,
please visit http://www.bgcpartners.com.
BGC, BGC Trader, Newmark, Grubb & Ellis, and Grubb are
trademarks and service marks of BGC Partners, Inc. and/or its
affiliates. Knight Frank is a service mark of Knight Frank
(Nominees) Limited.
Important Additional Information
This communication is provided for informational purposes only
and is neither an offer to purchase nor a solicitation of an offer
to sell any shares of the common stock of GFI Group Inc. ("GFI") or
any other securities. BGC Partners, Inc. and its subsidiary BGC
Partners, L.P. have commenced a tender offer for all outstanding
shares of common stock of GFI and have filed with the Securities
and Exchange Commission ("SEC") a tender offer statement on
Schedule TO (including an Offer to Purchase, a Letter of
Transmittal and related documents). These documents, as they may be
amended from time to time, contain important information, including
the terms and conditions of the tender offer, and shareholders of
GFI are advised to carefully read these documents before making any
decision with respect to the tender offer.
BGC has filed a proxy statement and relevant documents in
connection with the special meeting of the stockholders of GFI at
which the GFI stockholders will consider certain proposals
regarding the potential acquisition of GFI by CME Group Inc. (the
"Special Meeting Proposals"). BGC and its directors and executive
officers and other members of its management and employees may be
deemed to be participants in the solicitation of proxies from GFI's
stockholders in connection with the Special Meeting Proposals.
STOCKHOLDERS OF GFI GROUP ARE URGED TO READ THE PROXY STATEMENT AND
ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Investors and security holders may obtain a free copy of the proxy
statement (when available) and other documents filed with respect
to the tender offer at the SEC's website at www.sec.gov. These
materials are also available to GFI Group security holders at no
expense to them at http://ir.bgcpartners.com or by calling BGC
Partners' information agent, Innisfree M&A Incorporated,
toll-free at (888) 750-5884.
Discussion of Forward-Looking Statements by BGC
Partners
Statements in this document regarding BGC Partners' business
that are not historical facts are "forward-looking statements" that
involve risks and uncertainties. Except as required by law, BGC
undertakes no obligation to release any revisions to 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 set forth in the Company's public
filings, including BGC's most recent Form 10-K and any updates to
such risk factors contained in subsequent Form 10-Q or Form 8-K
filings.
Logo -
http://photos.prnewswire.com/prnh/20110720/MM38935LOGO
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/glass-lewis-recommends-gfi-shareholders-vote-against-flawed-and-conflicted-merger-with-cme-300024538.html
SOURCE BGC Partners, Inc.