v3.26.1
Acquisitions
 3 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
There were no acquisitions completed by the Company during both the three months ended March 31, 2026 and 2025.
AMCOM
On December 31, 2025, the Company completed the acquisition of AMCOM which specializes in the trading of agricultural commodities associated with food and alternative fuel feedstocks.
Macro Hive
On October 1, 2025, the Company completed the acquisition of Macro Hive, a leading provider of global macro market analytics and strategy.
OTC Global
On April 1, 2025, the Company completed the acquisition of OTC Global, an energy and commodities brokerage firm, for $325.0 million. Of this amount, $309.3 million was determined to represent the fair value of the consideration transferred in connection with the acquisition. The remaining $15.7 million relates to compensation arrangements with future service requirements and, in accordance with ASC 805, Business Combinations, is excluded from the purchase price consideration and will be recognized as compensation expense over the requisite service periods.
Since April 1, 2025, the results of OTC Global’s operations have been included in the Company’s unaudited Condensed Consolidated Financial Statements. The Company acquired 100% of the equity in OTC Global and its subsidiaries, and funded the transaction based on a combination of cash on hand and borrowings on its Revolving Credit Agreement. The acquisition of OTC Global expanded and diversified the Company’s global ECS business.
The Company accounted for the OTC Global acquisition as a business combination under the acquisition method of accounting and recorded the assets acquired and liabilities assumed at their fair values as of April 1, 2025. As of March 31, 2026, the Company had completed its measurement of the assets acquired and liabilities assumed and finalized the purchase price allocation.
The following tables and related disclosures summarize the components of the purchase consideration transferred, the allocation of the assets acquired, and liabilities assumed based on the fair values as of April 1, 2025, and the related estimated useful lives of the amortizable intangible assets acquired.
Calculation of the purchase price consideration transferred (in thousands, except share data):
April 1, 2025
Cash$318,859 
Fair value of Restricted Shares of BGC Class A common stock (268,257 shares)
2,507 
Other3,634 
Less: compensation arrangements with required future service periods(15,717)
Total purchase price consideration transferred
$309,283 
Allocation of the assets acquired and the liabilities assumed in the OTC Global acquisition are as follows (in thousands):
April 1, 2025
Cash and cash equivalents$23,394 
Receivables from broker-dealers, clearing organizations, customers and related broker-dealers716 
Accrued commissions and other receivables, net91,256 
Loans, forgivable loans and other receivables from employees and partners, net13,476 
Fixed assets, net3,752 
Finite-lived intangible assets
219,200 
Investments838 
Other assets33,518 
Total identifiable assets acquired
386,150 
Accrued compensation86,038 
Accounts payable, accrued and other liabilities103,223 
Total liabilities assumed
189,261 
Net identifiable assets acquired
196,889 
Goodwill112,394 
Net assets acquired
$309,283 
The $219.2 million of Finite-lived acquired intangible assets is subject to a weighted-average useful life of approximately 11.5 years. Those definite life intangible assets included Technology of $62.1 million (10 year useful life), Trademarks of $18.2 million (10 year useful life), and Customer relationships of $138.9 million (13 year useful life).
The excess of total consideration over the fair value of the total net assets acquired of approximately $112.4 million has been recorded to goodwill and allocated to the Company’s one reportable segment, brokerage services, which is managed on a consolidated basis. The goodwill recognized is attributable primarily to synergies gained from combining operations of the Company and OTC Global. The goodwill that is expected to be deductible for tax purposes is approximately $28.1 million.
The fair value of the accounts receivable acquired is $92.0 million with the gross contract amount being $93.7 million. The Company has recorded an expected allowance for credit losses of $1.7 million as of April 1, 2025.
The Company recognized $0.1 million of acquisition-related costs that were expensed during the three months ended March 31, 2026. These costs are included in the Company’s unaudited Condensed Consolidated Statements of Operations within Professional and consulting fees.
Total Consideration Transferred
The total consideration for all acquisitions during the year ended December 31, 2025 was approximately $320.5 million, which included cash and restricted shares of BGC Class A common stock. The excess of the consideration over the fair value of the net assets acquired has been recorded as goodwill totaling $115.3 million.
Except where otherwise noted, the results of operations of the Company’s acquisitions have been included in the Company’s unaudited Condensed Consolidated Financial Statements subsequent to their respective dates of acquisition. The Company has made preliminary allocations of the consideration to the assets acquired and liabilities assumed for AMCOM and Macro Hive as of the acquisition dates, and expects to finalize its analysis with respect to the acquisitions within the first year after the completion of each respective transaction. Accordingly, adjustments to the preliminary allocations may occur.