BGC Increases All-Cash Tender Offer to Acquire GFI Group to $5.45 Per Share

-- BGC's All-Cash Offer is Plainly Superior to CME's Stock and Cash Offer 

-- Minimum Tender Condition Reduced to 45% of GFI Shares 

-- BGC Prepared to Close Upon Completion of Tender Offer 

NEW YORK, Dec. 19, 2014 /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 it has increased its fully financed, all-cash tender offer to acquire all of the outstanding shares of GFI Group Inc. (NYSE: GFIG) ("GFI Group" or "GFI") to $5.45 per share. 

The tender offer is scheduled to expire at 5:00 pm New York City time on January 6, 2015, unless extended.  As previously disclosed, the Company has also reduced the minimum tender condition to 45% of the outstanding shares of GFI common stock, inclusive of the approximately 13.4% of GFI shares that BGC currently owns.  BGC's offer had previously required that at least 50% of GFI's outstanding shares on a fully diluted basis be tendered.  The conditions regarding control of GFI's board remain part of the tender offer.

BGC's revised offer of $5.45 per share represents a premium of $0.20, or approximately 4%, to the $5.25 per share stock and cash transaction announced by CME Group Inc. (NASDAQ: CME) ("CME") and GFI on December 2, 2014 and a premium of more than 75% to the price of GFI shares on July 29, 2014, the last day prior to the announcement of the original CME transaction.

Howard Lutnick, Chairman and Chief Executive Officer of BGC, said: "Our $5.45 per share all-cash offer is obviously superior to CME's stock and cash proposal.  We have received approval from the FCA in the UK to acquire control of GFI and also gained early termination of the waiting period under the Hart-Scott-Rodino Antitrust Act, among other approvals, and have no other regulatory impediments to closing.  Our offer is fully financed and has no financing condition.  We are therefore prepared to deliver $5.45 per share in cash to GFI shareholders immediately after the close of our tender offer.  Our revised offer provides GFI shareholders with a substantial premium and immediate liquidity and demonstrates our commitment to completing this compelling transaction.