Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 10, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | NMRK | |
Entity Registrant Name | NEWMARK GROUP, INC. | |
Entity Central Index Key | 1,690,680 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Class A Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 138,921,545 | |
Class B Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 15,840,049 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 60,274 | $ 121,027 |
Restricted cash | 258,677 | |
Cash segregated under regulatory requirements | 56,314 | 52,347 |
Marketable securities | 9,127 | 57,623 |
Loans held for sale, at fair value | 547,968 | 362,635 |
Receivables, net | 317,663 | 210,471 |
Other current assets (see note 17) | 48,738 | 20,994 |
Total current assets | 1,298,761 | 825,097 |
Goodwill | 481,714 | 477,532 |
Mortgage servicing rights, net | 392,040 | 392,626 |
Loans, forgivable loans and other receivables from employees and partners, net | 248,038 | 209,549 |
Fixed assets, net | 67,686 | 64,822 |
Other intangible assets, net | 26,677 | 24,921 |
Other assets (see note 17) | 322,223 | 278,460 |
Total assets | 2,837,139 | 2,273,007 |
Current liabilities: | ||
Warehouse notes payable | 540,571 | 360,440 |
Accrued compensation | 228,788 | 205,395 |
Current portion of accounts payable, accrued expenses and other liabilities (see note 27) | 184,248 | 124,961 |
Securities loaned | 9,127 | 57,623 |
Current portion of payables to related parties | 267,397 | 34,169 |
Total current liabilities | 1,230,131 | 782,588 |
Long-term debt | 247,150 | 670,710 |
Long-term debt payable to related parties | 412,500 | 412,500 |
Other-long term liabilities (see note 27) | 169,079 | 163,795 |
Total liabilities | 2,058,860 | 2,029,593 |
Commitments and contingencies (see note 29) | ||
Redeemable partnership interests | 20,884 | 21,096 |
Equity: | ||
Additional paid-in capital | 60,294 | 59,374 |
Retained earnings | 224,906 | 199,492 |
Total stockholders’ equity | 286,747 | 260,410 |
Noncontrolling interests | 470,648 | (38,092) |
Total equity | 757,395 | 222,318 |
Total liabilities, redeemable partnership interest, and equity | 2,837,139 | 2,273,007 |
Class A Common Stock [Member] | ||
Equity: | ||
Common stock value | 1,389 | 1,386 |
Total equity | 1,389 | 1,386 |
Class B Common Stock [Member] | ||
Equity: | ||
Common stock value | 158 | 158 |
Total equity | $ 158 | $ 158 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Class A Common Stock [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 138,922,000 | 138,594,000 |
Common stock, shares outstanding | 138,922,000 | 138,594,000 |
Class B Common Stock [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 15,840,000 | 15,840,000 |
Common stock, shares outstanding | 15,840,000 | 15,840,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Revenues: | |||||
Commissions | $ 279,833 | $ 239,848 | $ 540,568 | $ 444,806 | |
Gains from mortgage banking activities/originations, net | 41,877 | 73,546 | 80,791 | 118,808 | |
Management services, servicing fees and other | 144,909 | 91,677 | 275,720 | 174,039 | |
Total revenues | 466,619 | 405,071 | 897,079 | 737,653 | |
Expenses: | |||||
Compensation and employee benefits | 268,980 | 238,518 | 521,675 | 453,663 | |
Allocations of net income and grant of exchangeability to limited partnership units | 65,026 | 23,851 | 90,835 | 34,500 | |
Total compensation and employee benefits | 334,006 | 262,369 | 612,510 | 488,163 | |
Operating, administrative and other | 80,048 | 59,404 | 155,475 | 106,786 | |
Fees to related parties | 6,301 | 4,167 | 13,195 | 8,885 | |
Depreciation and amortization | 20,201 | 23,218 | 42,714 | 41,455 | |
Total operating expenses | 440,556 | 349,158 | 823,894 | 645,289 | |
Other income (losses), net: | |||||
Other income (loss) | (365) | (715) | 5,342 | (1,308) | |
Total other income (losses), net | (365) | (715) | 5,342 | (1,308) | |
Income from operations | 25,698 | 55,198 | 78,527 | 91,056 | |
Interest (expense) income, net | (10,582) | 1,381 | (23,991) | 2,515 | |
Income before income taxes and noncontrolling interests | 15,116 | 56,579 | 54,536 | 93,571 | |
Provision for income taxes | 10,822 | 1,422 | 17,755 | 1,407 | |
Consolidated net income | 4,294 | 55,157 | 36,781 | 92,164 | |
Less: Net income attributable to noncontrolling interests | 3,555 | 12 | 16,045 | 308 | |
Net income available to common stockholders | 739 | 55,145 | 20,736 | 91,856 | |
Basic earnings per share | |||||
Net income available to common stockholders | [1] | $ 546 | $ 55,145 | $ 20,542 | $ 91,856 |
Basic earnings per share | $ 0 | $ 0.13 | |||
Basic weighted-average shares of common stock outstanding | 155,157 | 155,447 | |||
Fully diluted earnings per share | |||||
Net income for fully diluted shares | $ 546 | $ 32,562 | |||
Fully diluted earnings per share | $ 0 | $ 0.13 | |||
Fully diluted weighted-average shares of common stock outstanding | 155,938 | 252,804 | |||
Dividends declared per share of common stock | $ 0.09 | $ 0.18 | |||
Dividends declared and paid per share of common stock | $ 0.09 | $ 0.09 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $0.2 million for the three and six months ended June 30, 2018. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
ASC 260 [Member] | ||
Reduction for dividends on preferred stock or units | $ 0.2 | $ 0.2 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Consolidated net income | $ 4,294 | $ 55,157 | $ 36,781 | $ 92,164 |
Comprehensive income, net of tax | 4,294 | 55,157 | 36,781 | 92,164 |
Less: Comprehensive income attributable to noncontrolling interests, net of tax | 3,555 | 12 | 16,045 | 308 |
Comprehensive income available to common stockholders | $ 739 | $ 55,145 | $ 20,736 | $ 91,856 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Class A Common Stock [Member] | Class B Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | BGC's Net Investment in Newmark [Member] | Noncontrolling Interests in Subsidiaries [Member] |
Beginning Balance at Dec. 31, 2016 | $ 983,783 | $ 245,877 | $ 735,899 | $ 2,007 | |||
Consolidated net income | 145,096 | 144,492 | 604 | ||||
Distributions | (190,948) | (190,877) | (71) | ||||
Purchase of noncontrolling interests | 1,092 | (1,092) | |||||
Noncontrolling interests in an entity acquired | 19,146 | 19,146 | |||||
Debt assumed from BGC | (1,387,500) | (1,387,500) | |||||
Contributions | 368,418 | 368,418 | |||||
Transfer of pre initial public offering ("IPO") capital to redeemable partnership interests | (21,096) | (21,096) | |||||
Issuance of shares in the Separation (Class A common stock, 115,593,787 shares); (Class B common stock, 15,840,049 shares) | $ 1,156 | $ 158 | $ (245,815) | $ 303,187 | (58,686) | ||
Proceeds from IPO, net of underwriting discounts and other expenses (Class A common stock, 23,000,000 shares) | 295,419 | 230 | 295,189 | ||||
Equity-based compensation and related issuance | 10,000 | 10,000 | |||||
Ending Balance at Dec. 31, 2017 | 222,318 | 1,386 | 158 | 59,374 | 199,492 | (38,092) | |
Cumulative effect of revenue standard adoption | 18,805 | 16,463 | 2,342 | ||||
Consolidated net income | 36,781 | 20,736 | 16,045 | ||||
Reduction of earnings distributions | 2,144 | 2,144 | |||||
Dividends to common stockholders | (13,929) | (13,929) | |||||
Equity-based compensation and related issuance | (4,897) | 3 | (4,900) | ||||
Additional contribution from BGC as a result of the Separation | 7,217 | 5,820 | 1,397 | ||||
Earnings distributions to limited partnership interests and other noncontrolling interests | (12,441) | (12,441) | |||||
BGC's purchase of 16,606,726 exchangeable limited partnership units in Newmark Holdings | 241,960 | 241,960 | |||||
Grant of exchangeability, redemption and issuance of limited partnership interests | 84,277 | 84,277 | |||||
Issuance of exchangeable preferred partnership units | 174,779 | 174,779 | |||||
Net income allocation to redeemable partnership interests | (1,272) | (1,272) | |||||
Issuance of contingent shares and limited partnership interest in connection with acquisitions | 1,653 | 1,653 | |||||
Ending Balance at Jun. 30, 2018 | $ 757,395 | $ 1,389 | $ 158 | $ 60,294 | $ 224,906 | $ 470,648 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Changes in Equity (Parenthetical) - shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Noncontrolling Interests in Subsidiaries [Member] | ||
BGC's purchase of exchangeable limited partnership units in Newmark Holdings, shares | 16,606,726 | |
Class A Common Stock [Member] | ||
Issuance of shares in the Separation, shares | 115,593,787 | |
Proceeds from IPO, net of underwriting discounts and other expenses, shares | 23,000,000 | |
Equity-based compensation and related issuance, shares | 327,746 | 600,000 |
Class B Common Stock [Member] | ||
Issuance of shares in the Separation, shares | 15,840,049 |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Consolidated net income | $ 4,294 | $ 55,157 | $ 36,781 | $ 92,164 | $ 145,096 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Gains on originated mortgage servicing rights | (31,731) | (69,265) | |||
Depreciation and amortization | 20,201 | 23,218 | 42,714 | 41,455 | |
Equity-based compensation and allocations of net income to limited partnership units | 83,913 | ||||
Employee loan amortization | 11,605 | 4,358 | |||
Deferred tax provision | 4,395 | ||||
Change in fair value of contingent consideration | 353 | ||||
Unrealized gains on loans held for sale | (7,288) | (2,534) | |||
Income from an equity method investment | (5,019) | ||||
Amortization of deferred financing costs | 509 | 807 | |||
Provision for uncollectible accounts | 2,217 | (13) | |||
Realized gains on marketable securities | (1,494) | ||||
Unrealized gains on marketable securities | (1,444) | ||||
Valuation of derivative asset | 2,808 | ||||
Loan originations—loans held for sale | (2,659,827) | (5,811,773) | |||
Loan sales—loans held for sale | 2,481,781 | 5,952,293 | |||
Consolidated net income, adjusted for non-cash and non-operating items | (39,727) | 207,492 | |||
Changes in operating assets and liabilities: | |||||
Receivables, net | (44,487) | (21,844) | |||
Loans, forgivable loans and other receivables from employees and partners | (49,910) | (17,757) | |||
Other assets | (24,674) | 4,899 | |||
Accrued compensation | (2,050) | 8,847 | |||
Accounts payable, accrued expenses and other liabilities | 39,859 | 9,143 | |||
Net cash provided by (used in) operating activities | (120,989) | 190,780 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Payments for acquisitions, net of cash acquired and repurchases of noncontrolling interests | (5,255) | (1,092) | |||
Payments to related parties | (285,000) | ||||
Borrowings from related parties | 155,000 | ||||
Proceeds from the sale of marketable securities | 51,433 | ||||
Investment in cost method investments | (22,500) | ||||
Purchases of fixed assets | (9,128) | (8,224) | |||
Purchase of mortgage servicing rights | (1,608) | (577) | |||
Net cash provided by (used in) investing activities | 12,942 | (139,893) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from warehouse notes payable | 2,659,827 | 5,851,890 | |||
Principal payments on warehouse notes payable | (2,479,696) | (5,175,950) | |||
Proceeds from BGC's purchase of exchangeability limited partnership units in Newmark Holdings | 241,960 | ||||
Proceeds from issuance of exchangeable preferred partnership units | 152,886 | ||||
Payments to related parties | (18,000) | (1,119,847) | |||
Borrowings from related parties | 251,227 | 434,763 | |||
Repayment of long-term debt | (423,560) | ||||
Distributions to stockholders | (13,929) | ||||
Payments for IPO offering costs | (8,870) | ||||
Securities loaned | (48,496) | ||||
Distributions to noncontrolling interests | (100) | (71) | |||
Payments on acquisition earn-outs | (3,255) | (10,509) | |||
Payment of deferred financing costs | (56) | (884) | |||
Net cash provided by (used in) financing activities | 309,938 | (20,608) | |||
Net increase (decrease) in cash and cash equivalents | 201,891 | 30,279 | |||
Cash and cash equivalents and restricted cash at beginning of period | 173,374 | 117,554 | 117,554 | ||
Cash and cash equivalents and restricted cash at end of period | $ 375,265 | $ 147,833 | 375,265 | 147,833 | $ 173,374 |
Cash paid during the period for: | |||||
Interest | 33,366 | 12,263 | |||
Taxes | $ 34 | $ 24 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | (1) Newmark Group, Inc., formerly known as Newmark Knight Frank (together with its subsidiaries, “Newmark” or the “Company”), a Delaware corporation, was formed as NRE Delaware, Inc. on November 18, 2016. Newmark changed its name to Newmark Group, Inc. on October 18, 2017. Newmark Holdings, L.P. (“Newmark Holdings”) is a consolidated subsidiary of Newmark for which Newmark is the general partner. Newmark and Newmark Holdings jointly own Newmark Partners, L.P. (“Newmark OpCo”), the operating partnership. Newmark is a leading commercial real estate services firm. Newmark offers commercial real estate tenants, owner-occupiers, investors and developers a wide range of services, including leasing and corporate advisory, investment sales and real estate finance, consulting, origination and servicing of commercial mortgage loans, valuation, project and development management and property and facility management. Newmark was formed through BGC Partners, Inc.’s (“BGC Partners” or “BGC”) purchase of Newmark & Company Real Estate, Inc. and certain of its affiliates in 2011. A majority of the voting power of BGC Partners is held by Cantor Fitzgerald, L.P. and its affiliates (together, “Cantor”), including Cantor Fitzgerald & Co. which we refer to as “CF&Co.” On September 8, 2017, BGC acquired, from Cantor Commercial Real Estate Company, LP (“CCRE”), 100% of the equity of Berkeley Point Financial LLC (“Berkeley Point Acquisition”). Berkeley Point Financial LLC (“Berkeley Point” or “BPF”) is a leading commercial real estate finance company focused on the origination and sale of multifamily and other commercial real estate loans through government-sponsored and government-funded loan programs, as well as the servicing of commercial real estate loans. At the closing of the Berkeley Point Acquisition, BGC purchased and acquired from CCRE all of the outstanding membership interests of BPF, a wholly owned subsidiary of CCRE, for an acquisition price of $875.0 million, subject to a post-closing upward or downward adjustment to the extent that the net assets, inclusive of certain fair value adjustments, of BPF as of the closing were greater than or less than $508.6 million. BGC paid $3.2 million of the $875.0 million acquisition price with 247,099 limited partnership units of BGC Holdings, L.P. (“BGC Holdings”), which may be exchanged over time for shares of Class A common stock of BGC, with each BGC Holdings unit valued for these purposes at the volume weighted-average price of a share of BGC Class A common stock for the three trading days prior to the closing. The Berkeley Point Acquisition did not include the Special Asset Servicing Group of BPF; however, BPF will continue to hold the Special Asset Servicing Group’s assets until the servicing group is transferred to CCRE at a later date in a separate transaction. Accordingly, CCRE will continue to bear the benefits and burdens of the Special Asset Servicing Group from and after the closing. Concurrently with the Berkeley Point Acquisition, on September 8, 2017 Newmark invested $100.0 million in a newly formed commercial real estate-related financial and investment business, CF Real Estate Finance Holdings, L.P. (“Real Estate LP”), which is controlled and managed by Cantor. Real Estate LP may conduct activities in any real estate related business or asset backed securities-related business or any extensions thereof and ancillary activities thereto. In addition, Real Estate LP may provide short-term loans to related parties from time to time when funds in excess of amounts needed for investment are available. As of June 30, 2018, Newmark’s investment in Real Estate LP is accounted for under the equity method. On December 13, 2017, prior to the closing of Newmark’s initial public offering (“IPO”), BGC, BGC Holdings, BGC Partners, L.P. (“BGC U.S. OpCo”), Newmark, Newmark Holdings, Newmark OpCo and, solely for the provisions listed therein, Cantor and BGC Global Holdings, L.P. (“BGC Global OpCo”) entered into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”). The Separation and Distribution Agreement sets forth the agreements among BGC, Cantor, Newmark and their respective subsidiaries regarding, among other things: • the principal corporate transactions pursuant to which BGC, BGC Holdings and BGC U.S. OpCo and their respective subsidiaries (other than the Newmark Group (defined below), the “BGC Group”) transferred to Newmark, Newmark Holdings and Newmark OpCo and their respective subsidiaries (the “Newmark Group”) the assets and liabilities of the BGC Group relating to BGC’s Real Estate Services business, including BGC’s interests in both BPF and Real Estate LP (the “Separation”); • the proportional distribution of interests in Newmark Holdings to holders of interests in BGC Holdings; • the IPO; • the assumption and repayment of indebtedness by the BGC Group and the Newmark Group, as further described below; and • the pro rata distribution of the shares of Newmark Class A common stock and the shares of Newmark Class B common stock held by BGC, pursuant to which shares of Newmark Class A common stock held by BGC would be distributed to the holders of shares of BGC Class A common stock and shares of Newmark Class B common stock held by BGC would be distributed to the holders of shares of BGC Class B common stock (which are currently Cantor and another entity controlled by Howard W. Lutnick), which distribution is intended to qualify as generally tax-free for U.S. federal income tax purposes; provided that the determination of whether, when and how to proceed with the distribution shall be entirely within the discretion of BGC (the “Newmark Distribution” or “spin-off”). On December 15, 2017, Newmark announced the pricing of the IPO of 20 million shares of Newmark’s Class A common stock at a price to the public of $14.00 per share, which was completed on December 19, 2017. Newmark Class A shares began trading on December 15, 2017 on the NASDAQ Global Select Market under the symbol “NMRK.” In addition, Newmark granted the underwriters a 30-day option to purchase up to an additional 3 million shares of Newmark Class A common stock at the IPO price, less underwriting discounts and commissions. On December 26, 2017, the underwriters of the IPO exercised in full their overallotment option to purchase an additional 3 million shares of Newmark Class A common stock from Newmark at the IPO price, less underwriting discounts and commission (the “option”). As a result, Newmark received aggregate net proceeds of approximately $295.4 million from the IPO, after deducting underwriting discounts and commissions and estimated offering expenses. Upon the closing of the option, Newmark’s public stockholders owned approximately 16.6% of the shares of Newmark Class A common stock. This is based on 138.6 million shares of Newmark Class A common stock outstanding following the closing of the option. Also upon the closing of the option, Newmark’s public stockholders owned approximately 9.8% of Newmark’s 234.2 million fully diluted shares outstanding. As part of the Separation described above, BGC contributed its interests in both BPF and Real Estate LP to Newmark. On March 7, 2018, BGC Partners and its operating subsidiaries purchased 16.6 million newly issued exchangeable limited partnership units (the “Newmark Units”) of Newmark Holdings L.P. for approximately $242.0 million (the “Investment in Newmark”). These newly-issued Newmark Units are exchangeable, at BGC’s discretion, into either shares of Class A common stock or shares of Class B common stock of Newmark. BGC and its subsidiaries funded the Investment in Newmark using proceeds of its Controlled Equity Offering sales program. See Note 25—Related Party Transactions for additional information. BGC currently expects to pursue a distribution or spin-off to its common stockholders of all the Class A shares and Class B shares of Newmark common stock that it then owns in a manner intended to qualify as generally tax-free for U.S. federal income tax purposes. The spin-off is subject to a number of conditions, and BGC may determine not to proceed with the spin-off if the BGC board of directors determines, in its sole discretion that the distribution is not in the best interest of BGC and its stockholders. Accordingly, the spin-off may not occur on the expected timeframe, or at all. Key steps that Newmark plans to take toward BGC’s tax-free spin-off of Newmark include: first, Newmark intends to attain its own credit rating; and second, Newmark expects to repay or refinance its $659.7 million of long-term debt owed to or guaranteed by BGC and the $270.0 million of borrowing outstanding under the Intercompany Credit Agreement. This is necessary for the spin-off to be tax free. As of June 30, 2018, Newmark had $258.7 million pledged for the benefit of Fannie Mae in excess of the minimum required balance. On November 22, 2017, BGC and Newmark entered into an amendment to an unsecured senior term loan credit agreement, dated as of September 8, 2017, with Bank of America, N.A., as administrative agent and a syndicate of lenders. The agreement provides for a term loan of up to $575.0 million (the “Term Loan”), and as of the Separation this entire amount remained outstanding under the term loan credit agreement. Pursuant to the term loan amendment and effective as of the Separation, Newmark assumed the obligations of BGC as borrower under the Term Loan. Newmark used the proceeds, net of underwriting discounts and commissions from the IPO to partially repay $304.3 million of the Term Loan. During the six months ended June 30, 2018, Newmark repaid the outstanding balance of $270.7 million on the Term Loan. Also on November 22, 2017, BGC and Newmark entered into an amendment to the unsecured senior revolving credit agreement, dated as of September 8, 2017, with the administrative agent and a syndicate of lenders. The revolving credit agreement provides for revolving loans of up to $400.0 million. As of the Separation, $400.0 million of borrowings were outstanding under the revolving credit facility. Pursuant to the revolver amendment, the then-outstanding borrowings of BGC under the revolving credit facility were converted into a term loan (the “Converted Term Loan”) and, effective upon the Separation, Newmark assumed the obligations of BGC as borrower under the Converted Term Loan. During the six months ended June, 30, 2018, Newmark repaid $152.9 million of the Converted Term Loan. As of June 30, 2018, the balance of the Converted Term Loan was $247.2 million. On June 26, 2012, BGC issued an aggregate of $112.5 million principal amount of its 8.125% Senior Notes due 2042 (the “8.125% BGC Senior Notes”). In connection with the issuance of the 8.125% BGC Senior Notes, BGC lent the proceeds of the 8.125% BGC Senior Notes to BGC U.S. OpCo, and BGC U.S. OpCo issued an amended and restated promissory note, effective as of June 26, 2012, with an aggregate principal amount of $112.5 million payable to BGC (the “2042 Promissory Note”). In connection with the Separation, on December 13, 2017 Newmark OpCo assumed all of BGC U.S. OpCo’s rights and obligations under the 2042 Promissory Note. On December 9, 2014, BGC issued an aggregate of $300.0 million principal amount of its 5.375% Senior Notes due 2019 (the “5.375% BGC Senior Notes”). In connection with the issuance of the 5.375% BGC Senior Notes, BGC lent the proceeds of the 5.375% BGC Senior Notes to BGC U.S. OpCo, and BGC U.S. OpCo issued an amended and restated promissory note, effective as of December 9, 2014, with an aggregate principal amount of $300.0 million payable to BGC (the “2019 Promissory Note” and, together with the 2042 Promissory Note, the “BGC Notes”). In connection with the Separation, on December 13, 2017 Newmark OpCo assumed all of BGC U.S. OpCo’s rights and obligations under the 2019 Promissory Note. On March 19, 2018, Newmark entered into an amended and restated credit agreement (the “Intercompany Credit Agreement”) with BGC, which amended and restated the original intercompany credit agreement between the parties in relation to the Separation, dated as of December 13, 2017. The Intercompany Credit Agreement provides for each party to issue revolving loans to the other party in the lender’s discretion. The interest rate on the Intercompany Credit Agreement can be the higher of BGC’s or Newmark’s short term borrowings rate in effect at such time plus 100 basis points, or such other interest rate as may be mutually agreed between BGC and Newmark. The interest rate as of June 30, 2018 was 5.31%. As of June 30, 2018, the amount outstanding under the Intercompany Facility was $270.0 million and is included in “Current portion of payables to related parties” on the unaudited condensed consolidated balance sheets. Newmark recorded interest expense of $2.7 million and $3.6 million for the three and six months ended June 30, 2018, respectively, which is included in “Interest (expense) income, net” in the unaudited condensed consolidated statement of operations. Exchangeable Preferred Partnership Units and Forward Contract On June 18, 2018, Newmark's principal operating subsidiary, Newmark OpCo, issued approximately $175 million of exchangeable preferred limited partnership units ("EPUs") in a private transaction to The Royal Bank of Canada ("RBC") (the “Newmark OpCo Preferred Investment”). Net of transaction costs, Newmark received $152.9 million of cash during the three months ended June 30, 2018 with respect to this transaction. The EPUs were issued in two tranches and are separately convertible by either RBC or Newmark, into a fixed number of Newmark’s Class A common stock, subject to a revenue hurdle, in the fourth quarters of 2019 and 2020 for the first and second tranche, respectively. As the EPUs represent equity ownership of a consolidated subsidiary of Newmark they have been included as “Noncontrolling interest” on the unaudited condensed consolidated statement of changes in equity. The EPUs are entitled to a preferred payable-in-kind dividend, which is recorded as accretion to the carrying amount of the EPUs as “Retained earnings” on the unaudited condensed consolidated statement of changes in equity and included in “Net income available to common stockholders” for purposes of calculating earnings per share. Contemporaneously with the issuance of the EPUs, a newly formed special purpose vehicle entity that is a consolidated subsidiary of Newmark, entered into two variable postpaid forward contracts with RBC (together, the "RBC Forward"). The RBC Forward provides the option to both Newmark and RBC for RBC to receive up to 992,247 shares of Nasdaq common stock, received by Newmark pursuant to the Nasdaq earn-out (see note 6 “Marketable Securities”), in each of the fourth quarters of 2019 and 2020 in exchange for either cash or redemption of the EPUs, solely at Newmark’s option. The Nasdaq Earn-Out is related to the BGC’s sale of its eSpeed business to Nasdaq, Inc. (“Nasdaq”) on June 28, 2013. The purchase consideration consisted of $750 million in cash paid upon closing, plus an expected payment of up to 14.9 million shares of Nasdaq common stock to be paid ratably over 15 years beginning in 2013, assuming that Nasdaq, as a whole, generates at least $25 million in gross revenues each of these years. In connection with the separation of Newmark from BGC, during the third quarter of 2017 BGC transferred to Newmark the right to receive the remainder of the Nasdaq earn-out payments. As the RBC Forward provides Newmark with the ability to redeem the EPUs for Nasdaq stock, and the two instruments are not legally detachable, they represent a single financial instrument. The financial instrument’s EPU redemption feature for Nasdaq common stock is not clearly and closely related to the economic characteristics and risks of Newmark’s EPU equity host instrument and therefore, it represents an embedded derivative that is required to be bifurcated and recorded at fair value on the Newmark’s unaudited condensed consolidated statements of operations, with all changes in fair value recorded as a component of ”Other income (losses), net” on Newmark’s unaudited condensed consolidated statements of operations. (a) Newmark’s unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”). The Newmark unaudited condensed consolidated financial statements were prepared on a stand-alone basis derived from the financial statements and accounting records of BGC. For the periods presented, prior to the IPO, Newmark was an unincorporated reportable segment of BGC. These unaudited condensed consolidated financial statements reflect the historical results of operations, financial position and cash flows of Newmark as it was historically managed and adjusted to conform with U.S. GAAP. These unaudited condensed consolidated financial statements are presented as if Newmark had operated on a stand-alone basis for all periods presented. Newmark’s unaudited condensed consolidated financial statements include all of the BGC subsidiaries that comprise its real estate segment, all of which are controlled by BGC. This Berkeley Point Acquisition has been determined to be a combination of entities under common control that resulted in a change in the reporting entity. Accordingly, the financial results of Newmark have been retrospectively adjusted to include the financial results of BPF in the current and prior periods as if BPF had always been consolidated. On December 13, 2017, in connection with the Separation, the assets and liabilities of BPF were transferred to Newmark. The following tables summarize the impact of the Berkeley Point Acquisition to Newmark’s unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2017: Three Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 7,799 $ 48,780 $ 56,579 Consolidated net income 6,382 48,775 55,157 Net income attributable to noncontrolling interests 12 — 12 Net income available to common stockholders $ 6,370 $ 48,775 $ 55,145 Six Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 15,745 $ 77,826 $ 93,571 Consolidated net income 14,362 77,802 92,164 Net income attributable to noncontrolling interests 308 — 308 Net income available to common stockholders $ 14,054 $ 77,802 $ 91,856 Intercompany balances and transactions within Newmark have been eliminated. Transactions between Cantor or BGC and Newmark pursuant to service agreements between Cantor and BGC (see Note 25—Related Party Transactions), represent valid receivables and liabilities of Newmark, which are periodically cash settled, have been included in the unaudited condensed consolidated financial statements as either receivables to or payables from related parties. Additionally, certain other transactions between BGC and Newmark are contributions of BGC’s net investment in Newmark including acquisitions prior to the IPO (Note 4—Acquisitions). Newmark receives administrative services to support its operations, and in return, Cantor and BGC allocate certain of their expenses to Newmark. Such expenses represent costs related, but not limited to, treasury, legal, accounting, information technology, payroll administration, human resources, incentive compensation plans and other services. These costs, together with an allocation of Cantor and BGC overhead costs, are included as expenses in the unaudited condensed consolidated statements of operations. Where it is possible to specifically attribute such expenses to activities of Newmark, these amounts have been expensed directly to Newmark. Allocation of all other such expenses is based on a services agreement between Cantor and BGC which reflects the utilization of service provided or benefits received by Newmark during the periods presented on a consistent basis, such as headcount, square footage, revenue, etc. Management believes the assumptions underlying the stand-alone financial statements, including the assumptions regarding allocated expenses, reasonably reflect the utilization of services provided to or the benefit received by Newmark during the periods presented. However, these shared expenses may not represent the amounts that would have been incurred had Newmark operated independently from Cantor and BGC. Actual costs that would have been incurred if Newmark had been a stand-alone company would depend on multiple factors, including organizational structure and strategic decisions in various areas, including information technology and infrastructure. For an additional discussion of expense allocations, (see Note 25—Related Party Transactions). Prior to the Separation, BGC used a centralized approach to cash management. Accordingly, excess cash and cash equivalents were held by BGC at the corporate level and were not attributed to Newmark for any of the periods presented. Transfers of cash, both to and from BGC’s centralized cash management system, are included in “current portion of payables to related parties” on the unaudited condensed consolidated balance sheet and as part of the change in payments to and borrowings from related parties in the financing section within the accompanying unaudited condensed consolidated statements of cash flows. The income tax provision in the unaudited condensed consolidated statements of operations and comprehensive income has been calculated as if Newmark was operating on a stand-alone basis and filed separate tax returns in the jurisdictions in which it operates. Newmark’s operations have historically been included in the BGC U.S. federal and state tax returns or separate non-U.S. jurisdictions tax returns. As Newmark operations in many jurisdictions are unincorporated commercial units of BGC and its subsidiaries, stand-alone tax returns have not been filed for the operations in these jurisdictions. Newmark’s unaudited condensed consolidated financial statements contain all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the unaudited condensed consolidated balance sheets, the unaudited condensed consolidated statements of operations, the unaudited condensed consolidated statements of comprehensive income, the unaudited condensed consolidated statements of cash flows and the unaudited condensed consolidated statements of changes in equity of Newmark for the periods presented. (b) Recently Adopted Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the “FASB”) issued an Accounting Standards Update (“ASU”) No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Further, Newmark previously presented expenses incurred on behalf of customers for certain management services subject to reimbursement on a net basis within expenses. Under the new revenue recognition model, Newmark concluded that it controls the services provided by a third party on behalf of customers and, therefore, acts as a principal under those contracts. As a result, for these service contracts, Newmark will present expenses incurred on behalf of customers along with corresponding reimbursement revenue on a gross basis in Newmark’s condensed consolidated statements of operations, with no impact on net income available to common stockholders. Newmark elected to adopt the new guidance using a modified retrospective approach applied to contracts that were not completed as of January 1, 2018. Accordingly, the new revenue standard is applied prospectively in Newmark’s financial statements from January 1, 2018 onward, and reported financial information for historical comparable periods is not revised and continues to be reported under the accounting standards in effect during those historical periods. The new revenue recognition guidance does not apply to revenue associated with financial instruments, including loans and securities that are accounted for under other U.S. GAAP, and as a result did not have an impact on the elements of Newmark’s condensed consolidated statements of operations most closely associated with financial instruments, including revenues from Capital markets commissions, Gains from mortgage banking activities/origination, net, and Servicing fees. There was no significant impact as a result of applying the new revenue standard to Newmark’s unaudited condensed consolidated financial statements for the six months ended June 30, 2018, except as it relates to the revenue recognition of certain brokerage revenues from leasing commissions that were based, in part, on future contingent events and the presentation of expenses incurred on behalf of customers for certain management services subject to reimbursement. See Note 3, Summary of Significant Accounting Policies and Note 12, Revenue from Contracts with Customers. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230)—Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230)—Restricted Cash In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805) Clarifying the definition of Business In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting (c) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Codification Improvements to Topic 842, Leases Leases (Topic 842), Targeted Improvements Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. |
Limited Partnership Interests
Limited Partnership Interests | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Limited Partnership Interests | (2) Newmark is a holding company with no direct operations and conducts substantially all of its operations through its operating subsidiaries. Virtually all of Newmark’s consolidated net assets and net income are those of consolidated variable interest entities. Newmark Holdings is a consolidated subsidiary of Newmark for which Newmark is the general partner. Newmark and Newmark Holdings jointly own Newmark OpCo, the operating partnership. Listed below are the limited partnership interests in Newmark Holdings. The founding/working partner units, limited partnership units, limited partnership interests held by Cantor (“Cantor units”) and limited partnership interests held by BGC (“BGC units”), each as described below. In addition, BGC Partners and its operating subsidiaries hold limited partnership interest in Newmark Holdings due to the Investment in Newmark (see Note 25—Related Party Transactions). These collectively represent all of the “limited partnership interests” in BGC Holdings and Newmark Holdings. BGC Holdings is a consolidated subsidiary of BGC, which along with BGC jointly own BGC U.S. OpCo and BGC Global OpCo, the two BCG operating partnerships. As a result of the Separation and Distribution Agreement, the limited partnership interests in Newmark Holdings were distributed to the holders of limited partnership interests in BGC Holdings, whereby each holder of BGC Holdings limited partnership interests at that time holds a BGC Holdings limited partnership interest and a corresponding Newmark Holdings limited partnership interest, which is equal to a BGC Holdings limited partnership interest multiplied by one divided by 2.2 (the “contribution ratio”), divided by the exchange ratio (which is the ratio by which a Newmark Holdings limited partnership interest can be exchanged for Newmark Class A common stock). Initially the exchange ratio equaled one, so that each Newmark Holdings limited partnership interest was exchangeable for one Newmark Class A common stock, however, such exchange ratio is subject to adjustment. For reinvestment, acquisition or other purposes, Newmark may determine on a quarterly basis to distribute to its stockholders a smaller percentage of its income than Newmark Holdings distributes to its equity holders (excluding tax distributions from Newmark Holdings) of cash that it received from Newmark OpCo. In such circumstances, the Separation and Distribution Agreement provides that the exchange ratio will be reduced to reflect the amount of additional cash retained by Newmark as a result of the distribution of such smaller percentage, after the payment of taxes. Founding/Working Partner Units Founding/working partners have a limited partnership interest in Newmark Holdings. Newmark accounts for founding/working partner units (“FPUs”) outside of permanent capital, as “Redeemable partnership interests,” in Newmark’s unaudited condensed consolidated statements balance sheets. This classification is applicable to founding/working partner units because these units are redeemable upon termination of a partner, including a termination of employment, which can be at the option of the partner and not within the control of the issuer. Founding/working partner units are held by limited partners who are primarily employees of BGC and generally receive quarterly allocations of net income. Upon termination of employment or otherwise ceasing to provide substantive services, the founding/working partner units are generally redeemed, and the unit holders are no longer entitled to participate in the quarterly allocations of net income. Since these allocations of net income are cash distributed on a quarterly basis and are contingent upon services being provided by the unit holder, they are reflected as a component of “Net income attributable to noncontrolling interests” in Newmark’s unaudited condensed consolidated statements of operations to the extent they related to Newmark employees. Limited Partnership Units Certain Newmark employees hold limited partnership interests in Newmark Holdings (e.g., REUs, RPUs, PSUs, PSIs and LPUs, collectively the “limited partnership units”). Generally, such limited partnership units receive quarterly allocations of net income, which are cash distributed and generally are contingent upon services being provided by the unit holders. As prescribed in U.S. GAAP guidance, the quarterly allocations of net income on such limited partnership units are reflected as a component of compensation expense under “Allocations of net income and grant of exchangeability to limited partnership units” in Newmark’s unaudited condensed consolidated statements of operations. From time to time, Newmark issues limited partnership units as part of the consideration for acquisitions. Certain of these limited partnership units entitle the holders to receive post-termination payments equal to the notional amount of the units in four equal yearly installments after the holder’s termination. These limited partnership units are accounted for as post-termination liability awards, and in accordance with U.S. GAAP guidance, Newmark records compensation expense for the awards based on the change in value at each reporting date in the Newmark’s unaudited condensed consolidated statements of operations as part of “Compensation and employee benefits.” Certain Newmark employees hold Preferred Units. Each quarter, the net profits of BGC Holdings and Newmark Holdings are allocated to such units at a rate of either 0.6875% (which is 2.75% per calendar year) or such other amount as set forth in the award documentation (the “Preferred Distribution”). These allocations are deducted before the calculation and distribution of the quarterly partnership distribution for the remaining partnership units and are generally contingent upon services being provided by the unit holder. The Preferred Units are not entitled to participate in partnership distributions other than with respect to the Preferred Distribution. Preferred Units may not be made exchangeable and are only entitled to the Preferred Distribution, and accordingly are not included in Newmark’s fully diluted share count. The quarterly allocations of net income on Preferred Units are reflected in compensation expense under “Allocations of net income and grant of exchangeability to limited partnership units” in Newmark’s unaudited condensed consolidated statements of operations. After deduction of the Preferred Distribution, the remaining partnership units generally receive quarterly allocation of net income based on their weighted-average pro rate share of economic ownership of the operating subsidiaries. Cantor Units Cantor holds limited partnership interests in Newmark Holdings. Cantor units are reflected as a component of “Noncontrolling interests” in the Newmark’s unaudited condensed consolidated balance sheets. Cantor receives allocations of net income (loss), which are cash distributed on a quarterly basis and are reflected as a component of “Net income attributable to noncontrolling interests” in Newmark’s unaudited condensed consolidated statements of operations. BGC Units BGC and its operating subsidiaries hold limited partnership interests in Newmark Holdings. Such BGC units have been reflected as a component of “Noncontrolling interests” in the Newmark’s unaudited condensed consolidated balance sheets. BGC and its operating subsidiaries received allocations of net income (loss), which will be cash distributed on a quarterly basis and will be reflected as a component of “Net income attributable to noncontrolling interests” in Newmark’s unaudited condensed consolidated statements of operations. Exchangeable Preferred Limited Partnership Units RBC holds approximately $175.0 million of EPUs in Newmark OpCo, as a result of the Newmark OpCo Preferred Investment. The EPUs were issued in two tranches and are separately convertible by either RBC or Newmark into a fixed number of Newmark’s Class A common stock, subject to a revenue hurdle for Newmark in the fourth quarters of 2019 and 2020 for the first and second tranche, respectively. As the EPUs represent equity ownership of a consolidated subsidiary of Newmark, they have been included in “Noncontrolling interests” on the unaudited condensed consolidated statement of changes in equity. The EPUs are entitled to a preferred payable-in-kind dividend, which is recorded as accretion to the carrying amount of the EPUs through retained earnings on the unaudited condensed consolidated statement of changes in equity and are included in “Net income available to common stockholders” for the purpose of calculating earnings per share. General Certain of the limited partnership interests, described above, have been granted exchangeability into BGC Class A common stock, and additional limited partnership interests may become exchangeable for BGC and/or Newmark Class A common stock. In addition, the limited partnership interests held by Cantor in BGC Holdings and Newmark Holdings are generally exchangeable for up to 34.6 million shares of BGC Class B common stock and/or up to the authorized amount of Newmark Class B common stock. In order for a partner or Cantor to exchange a limited partnership interest in BGC Holdings or Newmark Holdings into a Class A or Class B common stock of BGC, such partner or Cantor must exchange both one BGC Holdings limited partnership interests and a number of Newmark Holdings limited partnership interests equal to a BGC Holdings limited partnership interest multiplied by the quotient obtained by dividing Newmark Class A and Class B common stock, Newmark OpCo interests, and Newmark Holdings limited partnership interests held by BGC as of such time by the number of BGC Class A and Class B common stock outstanding as of such time (the “distribution ratio”), divided by the exchange ratio. Initially the distribution ratio was equivalent to the contribution ratio (one divided by 2.2 or 0.4545), and immediately following the close of the second quarter of 2018, the distribution ratio equaled 0.4647. As a result of the change in the distribution ratio, certain BGC Holdings limited partnership interests no longer have a corresponding Newmark Holdings limited partnership interest. The exchangeability of these BGC Holdings limited partnership interests along with any new BGC Holdings limited partnership interests issued after the Separation and Distribution Agreement (together referred to as “standalone”) into BGC Class A or Class B common stock is contingent upon the Newmark spin-off. After the spin-off, these standalone BGC limited partnership interests can then become exchangeable into BGC Class A or Class B common stock. Each quarter, net income (loss) is allocated between the limited partnership interests and the common stockholders. In quarterly periods in which Newmark has a net loss, the loss allocation for FPUs, limited partnership units (including BGC units and Cantor units) is allocated to Cantor and reflected as a component of “Net income attributable to noncontrolling interests” in Newmark’s unaudited condensed consolidated statements of operations. In subsequent quarters in which Newmark has net income, the initial allocation of income to the limited partnership interests is to “Net income attributable to noncontrolling interests,” to recover any losses taken in earlier quarters, with the remaining income allocated to the limited partnership interests. This income (loss) allocation process has no impact on the net income (loss) allocated to common stockholders. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (3) For a detailed discussion about Newmark’s significant accounting policies, see Note 3, Summary of Significant Accounting Policies, in our consolidated financial statements included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017. Other than the following, during the six months ended June 30, 2018, there were no significant changes made to Newmark’s significant accounting policies. Equity Investments: Effective January 1, 2018, in accordance with the new guidance on recognition and measurement of equity investments, Newmark carries its marketable equity securities at fair value and recognizes any changes in fair value in net income (loss). Further, Newmark has elected to use a measurement alternative for its equity investments without a readily determinable fair value, pursuant to which these investments are initially recognized at cost and remeasured through earnings when there is an observable transaction involving the same or similar investment of the same issuer, or due to an impairment. See Note 6—Marketable Securities and Note 7—Cost and Equity Method Investments for additional information. Newmark had realized and unrealized gains/(losses), net of $0.5 million and $2.9 million for the three months and six months ended June 30, 2018, respectively, related to Marketable securities and Investments carried under the measurement alternative. Revenue Recognition: The accounting policy changes are attributable to the adoption of ASU No. 2014-09, Revenue from contracts with Customers Commissions For certain revenues based, in part, on future contingent events (e.g., tenant move-in or payment of first month’s rent), Newmark’s performance obligation is typically satisfied at lease signing and, therefore, the portion of the commission that is contingent on a future event is recognized as revenue, if deemed not subject to significant reversal. Restricted Cash Represents cash set aside for amounts pledged for the benefit of Fannie Mae in excess of the required cash to secure Newmark’s financial guarantee liability. Segment: Newmark has a single operating segment. Newmark is a real estate services firm offering services to commercial real estate tenants, owner occupiers, investors and developers, leasing and corporate advisory, investment sales and real estate finance, consulting, origination and servicing of commercial mortgage loans, valuation, project and development management and property and facility management. The chief operating decision maker regardless of geographic location evaluates the operating results of Newmark as total real estate services and allocates resources accordingly. For the three and six months ended June 30, 2018 and 2017, Newmark recognized revenues as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Leasing and other commissions $ 178,142 $ 144,681 $ 337,513 $ 272,249 Capital markets 101,691 95,167 203,055 172,557 Gains from mortgage banking activities/origination, net 41,877 73,546 80,791 118,808 Management services, servicing fees and other 144,909 91,677 275,720 174,039 Revenues $ 466,619 $ 405,071 $ 897,079 $ 737,653 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | (4) During April of 2018, Newmark completed the acquisition of two former Integra Realty Resources (“IRR”) offices (Boston and Pittsburgh). IRR specializes in commercial real estate valuation and advisory services, and the acquisition provides Newmark with greater geographic coverage. For the six months ended June 30, 2018, the following tables summarize the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired and liabilities assumed. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur. As of the Acquisition Date Assets Goodwill $ 6,626 Other intangible assets, net 546 Other assets 543 Total Assets 7,715 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 119 Total Liabilities 119 Net assets acquired $ 7,596 The total consideration for acquisitions during the six months ended June 30, 2018 was approximately $7.6 million in total fair value, comprised of cash and Newmark Holdings limited partnership units. The total consideration included contingent consideration of approximately 82,131 Newmark’s Holding partnership units (with an acquisition date fair value of approximately $1.2 million) and $0.7 million in cash that may be issued contingent on certain targets being met through 2021. The excess of the consideration over the fair value of the net assets acquired has been recorded as goodwill of approximately $6.6 million, of which $4.0 million is deductible by Newmark for tax purposes. These acquisitions are accounted for using the purchase method of accounting. The results of operations of these acquisitions have been included in Newmark’s unaudited condensed consolidated financial statements subsequent to their respective dates of acquisition, which in aggregate contributed $1.0 million to Newmark’s revenue for the three and six months ended June 30, 2018. On September 8, 2017, Newmark acquired from CCRE 100% of the equity of BPF. The Berkeley Point Acquisition has been determined to be a combination of entities under common control that resulted in a change in the reporting entity (see Note 1—Organization and Basis of Presentation). The assets and liabilities of BPF have been recorded in Newmark’s unaudited condensed consolidated balance sheets at the seller’s historical carrying value. The excess of the purchase price over BPF’s net assets was accounted for as an equity transaction for the year ended December 31, 2017 (the period in which the transaction occurred). See Note 1—Organization and Basis of Presentation for additional information. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to basis differences between the carrying amounts of existing assets and liabilities and their respective tax basis. Accordingly, a deferred tax asset of $108.6 million has been contributed to Newmark for the period ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. On January 13, 2017, Newmark acquired a San Francisco-based advisory firm, Regency Capital Partners (“Regency”). Regency specializes in structured debt and equity for large office and multi-family developments. On July 26, 2017, Newmark acquired an approximately 50% controlling interest in a joint venture. Cantor owns a noncontrolling interest of 25% of the company, which is headquartered in New York, NY and specializes in commercial real estate due diligence. In September 2017, Newmark completed the acquisition of six former Integra Realty Resources offices (Washington DC, Baltimore, Willmington, DE, New York/New Jersey, Philadelphia and Atlanta offices). These firms specialize in valuation services, and the acquisition provides Newmark with greater geographic coverage. For the year ended December 31, 2017, the following tables summarize the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired and liabilities assumed, for all acquisitions other than the Berkeley Point Acquisition, based on the fair values of the acquisition date. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur. As of the Acquisition Date Assets Cash and cash equivalents $ 3,903 Goodwill 64,291 Other intangible assets, net 3,188 Other assets 9,234 Total Assets 80,616 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 7,119 Total Liabilities 7,119 Noncontrolling interest 19,145 Net assets acquired $ 54,352 The total consideration for acquisitions during the year ended December 31, 2017 was approximately $55.6 million in total fair value, comprised of cash, and BGC Holdings limited partnership units. The total consideration included contingent consideration of approximately 477,169 BGC’s Holding partnership units (with an acquisition date fair value of approximately $5.0 million) and $1.3 million in cash that may be issued contingent on certain targets being met through 2020. The excess of the consideration over the fair value of the net assets acquired has been recorded as goodwill of approximately $64.3 million, of which $45.4 million is deductible by Newmark for tax purposes. These acquisitions are accounted for using the purchase method of accounting. The results of operations of these acquisitions have been included in Newmark’s unaudited condensed consolidated financial statements subsequent to their respective dates of acquisition, which in aggregate contributed $13.1 million to Newmark’s revenue for the year ended December 31, 2017. |
Earnings Per Share and Weighted
Earnings Per Share and Weighted-Average Shares Outstanding | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share and Weighted-Average Shares Outstanding | (5) U.S. GAAP guidance—Earnings Per Share provides guidance on the computation and presentation of earnings per share (“EPS”). Basic EPS excludes dilution and is computed by dividing Net income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding and contingent shares for which all necessary conditions have been satisfied except for the passage of time. Net income (loss) is allocated to the Newmark’s outstanding common stock, FPUs, limited partnership units, Cantor units and BGC units (see Note 2—Limited Partnership Interests). In addition, in relation to the Newmark OpCo Preferred Investment, the EPUs issued in June 2018 are entitled to a preferred payable-in-kind dividend which is recorded as accretion to the carrying amount of the EPUs and is a reduction to Net income (loss) available to common stockholders for the calculation of the Company’s Basic earnings (loss) per share and Fully diluted earnings (loss) per share. The following is the calculation of Newmark’s basic EPS (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Basic earnings per share: Net income available to common stockholders (1) $ 546 $ 55,145 $ 20,542 $ 91,856 Basic weighted-average shares of common stock outstanding 155,157 N/A 155,447 N/A Basic earnings per share $ 0.00 N/A $ 0.13 N/A ( 1 ) In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $0.2 million for the three and six months ended June 30, 2018. Fully diluted EPS is calculated utilizing net income (loss) available to common stockholders plus net income allocations to the limited partnership interests in Newmark Holdings as the numerator. The denominator comprises Newmark’s weighted-average number of outstanding shares of common stock and, if dilutive, the weighted-average number of limited partnership interests and other contracts to issue shares of common stock, stock options and RSUs. The limited partnership interests generally are potentially exchangeable into shares of Class A common stock and are entitled to remaining earnings after the deduction for the Preferred Distribution; as a result, they are included in the fully diluted EPS computation to the extent that the effect would be dilutive. The following is the calculation of Newmark’s fully diluted EPS (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Fully diluted earnings per share Net income available to common stockholders $ 546 N/A $ 20,542 N/A Allocations of net income to limited partnership interests in BGC Holdings and Newmark Holdings, net of tax — N/A 12,020 N/A Net income for fully diluted shares $ 546 N/A $ 32,562 N/A Weighted-average shares: Common stock outstanding 155,157 N/A 155,447 N/A Partnership units (1) — N/A 96,505 N/A Other 781 N/A 852 N/A Fully diluted weighted-average shares of common stock outstanding 155,938 N/A 252,804 N/A Fully diluted earnings per share $ 0.00 N/A $ 0.13 N/A ( 1 ) Partnership units collectively include founding/working partner units, limited partnership units, and Cantor units (see Note 2—Limited Partnership Interests for more information). As of June 30, 2018, BGC holds 16.6 million limited partnership units in Newmark Holdings and 4.8 million limited partnership units in Newmark OpCo. For the three months ended June 30, 2018, there were 102.8 million potentially dilutive securities that were excluded from the computation of fully diluted EPS as they would have had an anti-dilutive effect. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2018 | |
Investments All Other Investments [Abstract] | |
Marketable Securities | (6) On June 28, 2013, BGC sold certain assets of its on-the-run, electronic benchmark U.S. Treasury platform (“eSpeed”) to Nasdaq. The total consideration received by BGC in the transaction included an earn-out of up to 14,883,705 shares of Nasdaq common stock to be paid ratably over 15 years, provided that Nasdaq, as a whole, produces at least $25.0 million in consolidated gross revenues each year (the “Nasdaq Earn-Out”). The Nasdaq Earn-Out was excluded from the initial gain on the divestiture and is recognized in income as it is realized and earned when these contingent events have occurred, consistent with the accounting guidance for gain contingencies. The remaining rights under the Nasdaq Earn-Out were transferred to Newmark on September 28, 2017. Any Nasdaq shares that were received by BGC prior to September 28, 2017 were not transferred to Newmark. In connection with the Nasdaq Earn-Out, Newmark received 992,247 shares during the year ended December 31, 2017. Newmark will receive the remaining Nasdaq Earn-Out of up to 9,922,470 shares of Nasdaq common stock ratably over the next approximately 10 years, provided that Nasdaq, as a whole, produces at least $25.0 million in gross revenues each year. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments | (7) Newmark has a 27% ownership in Real Estate LP, a joint venture with Cantor in which Newmark has the ability to exert significant influence over the operating and financial policies. Accordingly, Newmark accounts for this investment under the equity method of accounting. For the three and six months ended June 30, 2018, Newmark recognized $1.8 million and $5.0 million, respectively of equity income included in “Other income (loss)” in its unaudited condensed consolidated statements of operations. As of June 30, 2018 and December 31, 2017, Newmark had $103.6 million and $101.6 million, respectively in an equity method investment, and is included in “Other assets” in Newmark’s unaudited condensed consolidated balance sheets. Investments Carried Under Measurements Alternatives Newmark had previously acquired investments for which it did not have the ability to exert significant influence over operating and financial policies of the investees. Prior to January 1, 2018, these investments were accounted for using the cost method in accordance with U.S. GAAP guidance, Investments—Other Effective January 1, 2018, these investments are accounted for using the measurement alternative in accordance with the new guidance on recognition and measurement. The carrying value of these investments was $28.7 million and is included in “Other assets” in the Newmark’s unaudited condensed statements balance sheets as of June 30, 2018. Newmark did not recognize any gains, losses, or impairments relating to investments carried under the measurement alternative for the three and six months ended June 30, 2018. In addition, Newmark owns membership shares, which are included in “Other Assets” in Newmark’s unaudited condensed consolidated balance sheet as of June 30, 2018 and December 31, 2017. Prior to January 1, 2018, these shares were accounted for using the cost method in accordance with U.S. GAAP guidance, Investments—Other |
Capital and Liquidity Requireme
Capital and Liquidity Requirements | 6 Months Ended |
Jun. 30, 2018 | |
Brokers And Dealers [Abstract] | |
Capital and Liquidity Requirements | (8) Newmark is subject to various capital requirements in connection with seller/servicer agreements that Newmark has entered into with the various GSEs. Failure to maintain minimum capital requirements could result in Newmark’s inability to originate and service loans for the respective GSEs and could have a direct material adverse effect on Newmark’s unaudited condensed consolidated financial statements. Management believes that, as of June 30, 2018 and December 31, 2017, Newmark has met all capital requirements. As of June 30, 2018, the most restrictive capital requirement was Fannie Mae’s net worth requirement. Newmark exceeded the minimum requirement by $456.8 million. Certain of Newmark’s agreements with Fannie Mae allow Newmark to originate and service loans under Fannie Mae’s DUS Program. These agreements require Newmark to maintain sufficient collateral to meet Fannie Mae’s restricted and operational liquidity requirements based on a pre-established formula. Certain of Newmark’s agreements with Freddie Mac allow Newmark to service loans under Freddie Mac’s Targeted Affordable Housing Program (“TAH”). These agreements require Newmark to pledge sufficient collateral to meet Freddie Mac’s liquidity requirement of 8% of the outstanding principal of TAH loans serviced by Newmark. Management believes that, as of June 30, 2018 and December 31, 2017, Newmark has met all liquidity requirements. In addition, as a servicer for Fannie Mae, GNMA and FHA, Newmark is required to advance to investors any uncollected principal and interest due from borrowers. As of June 30, 2018 and December 31, 2017, outstanding borrower advances were approximately $0.2 million and $0.1 million respectively, and are included in “Other assets” in Newmark’s unaudited condensed consolidated balance sheets. |
Loans Held for Sale, at Fair Va
Loans Held for Sale, at Fair Value | 6 Months Ended |
Jun. 30, 2018 | |
Loans Receivable Held For Sale Net [Abstract] | |
Loans Held for Sale, at Fair Value | (9) Loans held for sale represent originated loans that are typically sold within 45 days from the date of the mortgage loan is funded. Newmark initially and subsequently measures all loans held for sale at fair value on the accompanying unaudited condensed consolidated balance sheets. The fair value measurement falls within the definition of a Level 2 measurement (significant other observable inputs) within the fair value hierarchy. Electing to use fair value allows a better offset of the change in the fair value of the loan and the change in fair value of the derivative instruments used as economic hedges. Loans held for sale had a cost basis and fair value as follows (in thousands): Cost Basis Fair Value June 30, 2018 $ 540,680 $ 547,968 December 31, 2017 $ 360,440 $ 362,635 As of June 30, 2018 and December 31, 2017, there were no loans held for sale that were 90 days or more past due or in nonaccrual status. During the period prior to its sale, interest income on a loan held for sale is calculated in accordance with the terms of the individual loan. Interest income on loans held for sale was $5.0 million and $9.7 million for the three and six months ended June 30, 2018, respectively, and $12.7 million and $19.2 million for the three and six months ended June 30, 2017, respectively. Interest income on loans held for sale is included in “Management services, servicing fees and other” in Newmark’s unaudited condensed consolidated statements of operations. Newmark recognized a loss of $7.8 million and a gain of $7.3 million, respectively, during the three and six months ended June 30, 2018, and a loss of $2.2 million and $0.1 million for the three and six months ended June 30, 2017, respectively, for the change in fair value on loans held for sale. These gains were included in “Gains from mortgage banking activities/originations, net” in Newmark’s unaudited condensed consolidated statements of operations. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | (10) Newmark accounts for its derivatives at fair value, and recognized all derivatives as either assets or liabilities in its unaudited condensed consolidated balance sheets. In its normal course of business, Newmark enters into commitments to extend credit for mortgage loans at a specific rate (rate lock commitments) and commitments to deliver these loans to third-party investors at a fixed price (forward sale contracts). These transactions are accounted for as derivatives. The fair value of derivative contracts, computed in accordance with the Newmark’s netting policy, is set forth below (in thousands): June 30, 2018 December 31, 2017 Notional Notional Derivative contract Assets Liabilities Amounts (1) Assets Liabilities Amounts (1) Forwards (2) $ 35,527 $ 641 $ 1,686,934 $ 3,753 $ 657 $ 541,359 Rate lock commitments 14,448 13,945 959,295 2,923 2,390 180,918 Total $ 49,975 $ 14,586 $ 6,676 $ 3,047 (1) Notional amounts represent the sum of gross long and short derivative contracts, an indication of the volume of Newmark’s derivative activity, and does not represent anticipated losses. (2) Included in Forwards is $19.1 million of the RBC Forward (see Note 1 – Organization and Basis of Presentation) which is net of $2.8 million unrealized loss for a change in the fair value of the RBC Forward. The change in fair value of rate lock commitments and forward sale contracts related to mortgage loans are reported as part of “Gain from mortgage banking activities/originations, net” in Newmark’s unaudited condensed consolidated statements of operations. The change in fair value of rate lock commitments are disclosed net of expenses of $0.8 million and $1.0 million for the three months ended June 30, 2018 and 2017, respectively. For the six months ended June 30, 2018 and 2017, the change in fair value of rate lock commitments are disclosed net of $3.3 million and $1.8 million of expenses, respectively which are reported as part of “Compensation and employee benefits” in the Newmark’s unaudited condensed consolidated statements of operations. The table below summarizes gains and losses on derivative contracts which are included in the unaudited condensed consolidated statements of operations: for the three and six months ended June 30, 2018 and 2017 (in thousands): Location of gain (loss) recognized Three Months Ended June 30, Six Months Ended June 30, in income for derivatives 2018 2017 2018 2017 Derivatives not designed as hedging instruments: RBC Forward Other income (loss) $ 2,808 $ — $ 2,808 $ — Rate lock commitments Gains from mortgage banking activities/originations, net 1,515 1,101 3,784 1,233 Rate lock commitments Compensation and employee benefits (782 ) (992 ) (3,282 ) (1,799 ) Forward sale contracts Gains from mortgage banking activities/originations, net 8,536 7,815 15,802 11,132 $ 12,077 $ 7,924 $ 19,112 $ 10,566 Derivative assets and derivative liabilities are included in “Other current assets”, “Other assets” and the current portion of “Accounts payable, accrued expenses and other liabilities,” respectively. |
Credit Enhancement Receivable,
Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit | 6 Months Ended |
Jun. 30, 2018 | |
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Abstract] | |
Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit | (11) Newmark is a party to a Credit Enhancement Agreement (“CEA”), dated March 9, 2012, with German American Capital Corporation and Deutsche Bank Americas Holding Corporation (together, the “DB Entities”). On October 20, 2016, the DB Entities assigned the CEA to Deutsche Bank AG Cayman Island Branch, a Cayman Island Branch of Deutsche Bank AG (“DB Cayman”). Under the terms of these agreements, DB Cayman provides Newmark with varying levels of ongoing credit protection, subject to certain limits, for Fannie Mae and Freddie Mac loans subject to loss sharing (see Note 21—Financial Guarantee Liability) in Newmark’s servicing portfolio as of March 9, 2012. DB Cayman will also reimburse Newmark for any losses incurred due to violation of underwriting and serving agreements that occurred prior to March 9, 2012. For the three and six months ended June 30, 2018 and 2017, there were no reimbursements under the CEA. Credit enhancement receivable As of June 30, 2018, Newmark had $19.2 billion of credit risk loans in its servicing portfolio with a maximum pre-credit enhancement loss exposure of $5.4 billion. Newmark had a form of credit protection from DB Cayman on $343.2 million of credit risk loans with a maximum loss exposure coverage of $103.7 million. The amount of the maximum loss exposure without any form of credit protection from DB Cayman was $5.3 billion. At December 31, 2017, Newmark had $18.8 billion of credit risk loans in its servicing portfolio with a maximum pre-credit enhancement loss exposure of $5.3 billion. Newmark had a form of credit protection from DB Cayman on $4.2 billion of credit risk loans with a maximum loss exposure coverage of $1.2 billion. The amount of the maximum loss exposure without any form of credit protection from DB Cayman was $4.1 billion. As of June 30, 2018, there was no credit enhancement receivable. Credit enhancement receivables as of December 31, 2017 were $10 thousand and included in “Other assets” in Newmark’s unaudited condensed consolidated balance sheets. Credit enhancement deposit The CEA required the DB Entities to deposit $25 million into Newmark’s Fannie Mae restricted liquidity account (see Note 8—Capital and Liquidity Requirements), which Newmark is required to return to DB Cayman, less any outstanding claims, on March 9, 2021. The $25 million deposit is included in “Restricted cash” and the offsetting liability in “Other long-term liabilities” in Newmark’s unaudited condensed consolidated balance sheets. Contingent liability Under the CEA, Newmark is required to pay DB Cayman, on March 9, 2021, an amount equal to 50% of the positive difference, if any, between (a) $25 million, and (b) Newmark’s unreimbursed loss-sharing payments from March 9, 2012 through March 9, 2021 on Newmark’s servicing portfolio as of March 9, 2012. As of June 30, 2018 and December 31, 2017, the contingent liabilities were $10.8 million and $10.7 million, respectively and are included in “Other long-term liabilities” in Newmark’s unaudited condensed consolidated balance sheets. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 6 Months Ended |
Jun. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenues from Contracts with Customers | (12) Revenues from Contracts with Customers The following table presents Newmark’s total revenues separately for its revenues from contracts with customers and our other sources of revenues (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2018 Revenues from contracts with customers: Leasing and other commissions $ 178,142 $ 337,513 Capital markets 101,691 203,055 Management services 107,228 204,160 Revenues 387,061 744,728 Other sources of revenue: Gains from mortgage banking activities/originations, net (1) 41,877 80,791 Servicing fees and other (1) 37,681 71,560 Revenues $ 466,619 $ 897,079 (1) Although these items have customers under contract, they were recorded as other sources of revenue as they were excluded from the scope of ASU No. 2014-09. The table below presents the impact to the Newmark’s condensed consolidated balance sheets and condensed consolidated statement of operations as a result of applying the new revenue recognition standard, as codified within ASC 606 (in thousands): As of June 30, 2018 (1) Balance Sheet Assets Receivables, net $ 90,797 Liabilities Accrued compensation $ 42,233 Current portion of accounts payable, accrued expenses and other liabilities $ 18,861 (1) The amounts reflect each affected financial statement line item as they would have been reported under U.S. GAAP, prior to the adoption of the new revenue standard. Revenue from contracts with customers is recognized when, or as, Newmark satisfies its performance obligations by transferring the promised goods or services to the customers as determined by when, or as, the customer obtains control of that good or service. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring Newmark’s progress in satisfying the performance obligation as evidenced by the transfer of the goods or services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time when the customer obtains control over the promised good or service. The amount of revenue recognized reflects the consideration Newmark expects to be entitled to in exchange for those promised goods or services (i.e., the “transaction price”). In determining the transaction price, Newmark must consider consideration promised in a contract that includes a variable amount, referred to as variable consideration, and estimate the amount of consideration due to Newmark. Additionally, variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. In determining when to include variable consideration in the transaction price, Newmark considers all information (historical, current and forecast) that is available including the range of possible outcomes, the predictive value of past experiences, the time period of when uncertainties expect to be resolved and the amount of consideration that is susceptible to factors outside of Newmark’s influence, such as market volatility or the judgment and actions of third parties. Newmark also uses third-party service providers in the provision of its services to customers. In instances where a third-party service provider is used, Newmark performs an analysis to determine whether Newmark is acting as a principal or an agent with respect to the services provided. To the extent that Newmark determines that it is acting as a principal, the revenue and the expenses incurred are recorded on a gross basis. In instances where Newmark has determined that it is acting as an agent, the revenue and expenses are presented on a net basis within the revenue line item. In some instances, Newmark performs services for customers and incurs out-of-pocket expenses as part of delivering those services (such as travel, meals and lodging). Newmark’s customers agree to reimburse Newmark for those expenses, and those reimbursements are part of the contract’s transaction price. Consequently, these expenses and the reimbursements of such expenses from the customer are presented on a gross basis because the services giving rise to the out-of-pocket expenses do not transfer a good or service. The reimbursements are included in the transaction price when the costs are incurred and the reimbursements are due from the customer. The following provides detailed information on the recognition of Newmark’s revenues from contracts with customers: Leasing and other commissions . Newmark offers a diverse range of commercial real estate brokerage and advisory services, including tenant and agency representation. Newmark’s performance obligation is to match a qualified tenant with available landlord property. Commissions from real estate brokerage transactions are typically recognized at a point in time on the date the lease is signed. The date the lease is signed represents the transfer of control and satisfaction of the performance obligation as the tenant has been secured. The commission fees are either a fixed or variable based on a percentage of the aggregate rental fee payable over the lease term. Commission payments may be due entirely upon lease execution or may be paid in installments upon the resolution of a future contingency. In those cases, Newmark does not provide any further services after the first contingency has been met. Therefore, the performance obligation of securing a tenant has been fulfilled upon reaching the first contingency. Newmark records a receivable for future installments of the commission revenue subject to any constraints that may exist in instances where the commission is considered variable consideration. Capital markets . Newmark provides investment sales and mortgage brokerage services to property owners to identify qualified purchasers or debt placement for an owner’s property in exchange for a commission. Newmark is compensated for its services of finding a qualified purchaser or lender for the owner’s property, the one performance obligation, as evidenced by the closing of the sale of the property. In some cases, the consideration is payable in separate installments upon reaching two separate contingencies, such as the closing of a construction loan and the subsequent consummation of the sale of the property. In those cases, Newmark does not provide any further services after the first contingency has been met. The transfer of control and satisfaction of the performance obligation occurs when Newmark obtains a qualified purchaser or lender, as evidenced by the closing of the sale of or loans to the property. Therefore, revenue is recognized at a point in time. Commission fees may be fixed or variable based on a percentage of the transaction amount. Commission payments may be due entirely upon closing, either through escrow or upon recordation of the deed. Consideration is variable if the payment is contingent on an event that may or may not occur after Newmark has satisfied its performance obligation. For example, if Newmark’s obligations are fulfilled upon execution of a purchase and sale agreement, but the commission is not payable until closing of the transaction, there would exist an element of variable consideration. In those instances, Newmark assesses whether the amount of variable consideration is constrained and, if so, the source of the uncertainty and expected resolution of that uncertainty. Accordingly, the variable consideration adjusted for any constraints, if any, should be recognized upon the sale of the property. Management services, servicing fees and other. In this business, Newmark provides property and facilities management services along with project management and other consulting services (collectively, “management services”), to customers who may also utilize Newmark’s commercial real estate brokerage services. As previously noted, servicing fees are not within the scope of the new revenue standard and a description of these services can be found in Note 3 Summary of Significant Accounting Policies. Each type of management service (property, facility and project) generally represents a single performance obligation composed of a series of distinct services that are substantially the same and have the same pattern of transfer. Each task is an activity to fulfill the management service and are not separate promises that are distinct in the context of the contract. To meet the same pattern of transfer criterion, Newmark determined each distinct day of service represents a performance obligation that would be satisfied over time and has the same measure of progress. The customer simultaneously receives and consumes the benefits provided by Newmark’s performance as Newmark performs. Therefore, revenue is recognized over time using a time-elapsed method to measure progress. Consideration received may be fixed or variable. Fixed consideration is included in the transaction price whereas variable consideration is subject to the revenue constraint and included in the transaction price only to the extent it is probable a significant reversal in the amount of cumulative revenue recognized will not occur in the future. For example, management fees subject to key performance indicators for an annual period are considered variable consideration due to the future contingency that performance indicators would not be met and Newmark would be required to return a portion of management fees already received. Accordingly, the entire transaction price, including the element of variable consideration adjusted for any constraints, is recognized over the term of the contracts. In some cases, Newmark has determined that it has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of Newmark’s performance completed to date (for example, a service contract in which Newmark bills a fixed amount for each hour of service provided). Newmark has elected to use the practical expedient whereby an entity may recognize revenue in the amount to which the entity has a right to invoice. In some instances, because project management services can cover many different types of projects and even include phases for a single project that vary in the services delivered, the performance obligation is the completion of a deliverable. In those instances, the satisfaction of the performance obligation occurs at a point in time (upon completion of the deliverable when the customer obtains control). Generally, the fee is due upon completion and delivery and, accordingly, is recognized at that time. For management and facility service contracts, the owner of the property will typically reimburse Newmark for certain expenses that are incurred on behalf of the owner, which comprise primarily on-site employee salaries and related benefit costs. The reimbursement amounts are recognized as revenue in the same period as the related expenses are incurred. In certain instances, Newmark subcontracts property management services to independent property managers, in which case Newmark passes a portion of its property management fee on to the subcontractor, and Newmark retains the balance. Accordingly, Newmark records these fees gross of the amounts paid to subcontractors, and the amounts paid to subcontractors are recognized as expenses in the same period. Newmark incurs expenses on behalf of customers for certain management services subject to reimbursement. Newmark concluded that it controls the services provided by a third party on behalf of customers and, therefore, acts as a principal under those contracts. For these service contracts, Newmark presents expenses incurred on behalf of customers along with corresponding reimbursement revenue on a gross basis in Newmark’s consolidated statement of operations. Disaggregation of Revenue Newmark’s chief operating decision maker regardless of geographic location evaluates the operating results of Newmark as total real estate. (see Note 3 – Summary of Significant Accounting Policies for further discussion). Contract Balances The timing of Newmark’s revenue recognition may differ from the timing of payment by its customers. Newmark records a receivable when revenue is recognized prior to payment and Newmark has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, Newmark records deferred revenue until the performance obligations are satisfied. Newmark’s deferred revenue primarily relates to customers paying in advance or billed in advance where the performance obligation has not yet been satisfied. Deferred revenue at June 30, 2018 and January 1, 2018 was $2.8 million and $4.6 million, respectively. During the six months ended June 31, 2018, Newmark recognized revenue of $1.8 million that was recorded as deferred revenue at the beginning of the period. Contract Costs Newmark capitalizes costs to fulfill contracts associated with different lines of its business where the revenue is recognized at a point in time and the costs are determined to be recoverable. Capitalized costs to fulfill a contract are recognized at the point in time that the related revenue is recognized. At June 30, 2018, there were no capitalized costs recorded to fulfill a contract. |
Gains from Mortgage Banking Act
Gains from Mortgage Banking Activities/Originations, Net | 6 Months Ended |
Jun. 30, 2018 | |
Mortgage Banking [Abstract] | |
Gains from Mortgage Banking Activities/Originations, Net | (13) Gains from mortgage banking activities/originations, net consists of the following activity (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Loan originations related fees and sales premiums, net $ 17,181 $ 30,949 $ 34,998 $ 46,901 Fair value of expected net future cash flows from servicing recognized at commitment, net 24,696 42,597 45,793 71,907 Gains from mortgage banking activities/originations, net $ 41,877 $ 73,546 $ 80,791 $ 118,808 |
Mortgage Servicing Rights, Net
Mortgage Servicing Rights, Net | 6 Months Ended |
Jun. 30, 2018 | |
Transfers And Servicing [Abstract] | |
Mortgage Servicing Rights, Net | (14) A summary of the activity in mortgage servicing rights by class for the three months ended June 30, 2018 and 2017 is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, Mortgage Servicing Rights 2018 2017 2018 2017 Beginning Balance $ 386,953 $ 359,189 $ 399,349 $ 347,558 Additions 25,342 40,459 31,731 69,265 Purchases from an affiliate 1,099 577 1,608 577 Amortization (20,011 ) (18,317 ) (39,305 ) (35,492 ) Ending Balance $ 393,383 $ 381,908 $ 393,383 $ 381,908 Valuation Allowance Beginning Balance $ (5,427 ) $ (4,574 ) $ (6,723 ) $ (7,742 ) Decrease (increase) 4,084 (907 ) 5,380 2,261 Ending Balance $ (1,343 ) $ (5,481 ) $ (1,343 ) $ (5,481 ) Net balance $ 392,040 $ 376,427 $ 392,040 $ 376,427 Servicing fees are included in “Management services, servicing fees and other” in Newmark’s unaudited condensed consolidated statements of operations and are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Servicing fees $ 26,092 $ 23,734 $ 51,224 $ 45,784 Escrow interest and placement fees 3,867 2,021 6,834 3,480 Ancillary fees 2,374 1,085 3,201 2,408 Total servicing fees and escrow interest $ 32,333 $ 26,840 $ 61,259 $ 51,672 Newmark’s primary servicing portfolio at June 30, 2018 and December 31, 2017 was approximately $55.6 billion and $54.2 billion, respectively. Also, Newmark is the named special servicer for a number of commercial mortgage backed securitizations. Upon certain specified events (such as, but not limited to, loan defaults and loans assumptions), the administration of the loan is transferred to Newmark. Newmark’s special servicing portfolio at June 30, 2018 and December 31, 2017 was $3.4 billion and $3.8 billion, respectively. The estimated fair value of the MSRs at June 30, 2018 and December 31, 2017 was $ 435.1 million and $418.1 million, respectively. Fair values are estimated using a valuation model that calculates the present value of the future net servicing cash flows. The cash flows assumptions used are based on assumptions Newmark believes market participants would use to value the portfolio. Significant assumptions include estimates of the cost of servicing per loan, discount rate, earnings rate on escrow deposits and prepayment speeds. The discount rates used in measuring fair value for the three and six months ended June 30, 2018 and 2017 was between 3.0% and 13.5% and varied based on investor type. An increase in discount rate of 100 bps or 200 bps would result in a decrease in fair value by $12.2 million and $23.8 million, respectively, at June 30, 2018. An increase in discount rate of 100 bps or 200 bps would result in a decrease in fair value by $11.8 million and $23.0 million, respectively, at December 31, 2017. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets, Net of Accumulated Amortization | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, Net of Accumulated Amortization | (15) The changes in the carrying amount of goodwill for the six months ended June 30, 2018 and the year ended December 31, 2017 were as follows (in thousands): Balance at December 31, 2016 $ 412,846 Acquisitions 64,291 Measurement period adjustments 395 Balance at December 31, 2017 477,532 Acquisitions 6,626 Measurement period adjustments (2,444 ) Balance at June 30, 2018 $ 481,714 During the six months ended June 30, 2018, Newmark recognized measurement period adjustments of approximately $2.4 million. Newmark had additions to goodwill in the amount of $6.6 million as a result of acquisitions for the six months ended June 30, 2018. During the year ended December 31, 2017, Newmark recognized additional goodwill and measurement period adjustments of approximately $64.3 million and $0.4 million, respectively. (see Note 4—Acquisitions for more information). Goodwill is not amortized and is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with U.S. GAAP guidance on Goodwill and Other Intangible Assets. Newmark completed its annual goodwill impairment testing during the fourth quarter of 2017, which did not result in any goodwill impairment. Other intangible assets consisted of the following at June 30, 2018 and December 31, 2017 (in thousands, except weighted average life): June 30, 2018 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 4,400 $ — $ 4,400 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 7,061 (6,306 ) 755 0.1 Non-contractual customers 10,863 (2,887 ) 7,976 2.3 License agreements 4,981 (1,797 ) 3,184 0.6 Non-compete agreements 5,238 (993 ) 4,245 1.4 Contractual customers 1,452 (725 ) 727 0.1 $ 39,385 $ (12,708 ) $ 26,677 4.5 December 31, 2017 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 4,400 $ — $ 4,400 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 7,061 (6,030 ) 1,031 0.2 Non-contractual customers 7,950 (1,495 ) 6,455 2.5 License agreements 4,981 (1,298 ) 3,683 0.9 Non-compete agreements 3,606 (496 ) 3,110 1.2 Contractual customers 1,452 (602 ) 850 0.2 Below market leases 15 (13 ) 2 — $ 34,855 $ (9,934 ) $ 24,921 5.0 Intangible amortization expense for the three months ended June 30, 2018 and 2017 was $1.3 million and $1.5 million, respectively. Intangible amortization expense was $2.8 million and $2.8 million for the six months ended June 30, 2018 and 2017, respectively. Intangible amortization is included as a part of “Depreciation and amortization” in Newmark’s unaudited condensed consolidated statements of operations. The estimated future amortization of definite life intangible assets as of June 30, 2018 was as follows (in thousands): 2018 $ 2,197 2019 4,302 2020 4,059 2021 3,078 2022 and thereafter 3,251 Total $ 16,887 |
Fixed Assets, Net
Fixed Assets, Net | 6 Months Ended |
Jun. 30, 2018 | |
Property Plant And Equipment [Abstract] | |
Fixed Assets, Net | (16) Fixed assets, net consisted of the following (in thousands): June 30, 2018 December 31, 2017 Leasehold improvements and other fixed assets $ 84,341 $ 77,313 Software, including software development costs 18,428 17,395 Computer and communications equipment 16,963 15,878 119,732 110,586 Accumulated depreciation and amortization (52,046 ) (45,764 ) $ 67,686 $ 64,822 Depreciation expense for the three months ended June 30, 2018 and 2017 was $3.2 million and $2.8 million, respectively. Depreciation expense was $6.4 million and $5.8 million for the six months ended June 30, 2018 and 2017, respectively. Depreciation expense is included as a part of “Depreciation and amortization” in Newmark’s unaudited condensed consolidated statement of operations. For the six months ended June 30, 2018 $1.0 million of software development costs were capitalized. Amortization of software development costs totaled $0.2 million and $0.1 million for the three months ended June 30, 2018 and 2017, respectively. Amortization of software development costs totaled $0.4 |
Other Assets
Other Assets | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
Other Assets | (17) Other current assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Prepaid expenses $ 14,606 $ 12,708 Derivative assets 30,890 6,676 Rent and other deposits 1,057 1,479 Other 2,185 131 $ 48,738 $ 20,994 Non-current other assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Equity method investment $ 103,563 $ 101,562 Deferred tax assets (1) 166,885 168,594 Cost method investments 28,686 6,005 Derivative assets 19,085 — Other 4,004 2,299 $ 322,223 $ 278,460 ( 1 ) Deferred tax assets and liabilities are recognized for the future tax consequences attributable to basis differences between the carrying amounts of existing assets and liabilities and their respective tax basis. Accordingly, a deferred tax asset of $108.6 million has been contributed to Newmark for the year ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. |
Securities Loaned
Securities Loaned | 6 Months Ended |
Jun. 30, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Securities Loaned | (18) As of June 30, 2018 and December 31, 2017, Newmark had securities loaned transactions with Cantor of $9.1 million and $57.6 million, respectively. The market value of the securities lent was $9.1 million and $57.6 million as of June 30, 2018 and December 31, 2017, respectively. As of June 30, 2018, the cash collateral received from Cantor bore an interest rate of 2.4% As of December 31, 2017, the cash collateral received from Cantor bore interest rates ranging from 3.1% to 3.25%. Securities loaned transactions are included in “Securities loaned” in Newmark’s unaudited condensed consolidated balance sheets (See Note 6 – Marketable Securities). |
Warehouse Notes Payable
Warehouse Notes Payable | 6 Months Ended |
Jun. 30, 2018 | |
Brokers And Dealers [Abstract] | |
Warehouse Notes Payable | (19) Newmark uses its warehouse lines and repurchase agreements to fund mortgage loans originated under its various lending programs. Outstanding borrowings against these lines are collateralized by an assignment of the underlying mortgages and third-party purchase commitments. As of June 30, 2018, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at June 30, 2018 Stated Spread to One Month LIBOR Rate Type Warehouse line due August 20, 2018 (1) $ 450,000 $ — $ 258,782 130 bps Variable Warehouse line due September 25, 2018 200,000 — 114,503 130 bps Variable Warehouse line due October 11, 2018 (2) 300,000 — 130,440 130 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 36,846 120 bps Variable $ 950,000 $ 325,000 $ 540,571 (1) On July 19, 2018, the maturity date was extended until June 19, 2019. (2) The warehouse line was temporarily increased by $300.0 million to $600.0 million for the period of July 2, 2018 to August 16, 2018. As of December 31, 2017, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at December 31, 2017 Stated Spread to One Month LIBOR Rate Type Warehouse line due August 20, 2018 (1) $ 450,000 $ — $ 60,715 130 bps Variable Warehouse line due September 25, 2018 200,000 — 107,383 130 bps Variable Warehouse line due October 11, 2018 300,000 — 174,102 130 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 18,240 120 bps Variable $ 950,000 $ 325,000 $ 360,440 (1) On June 8, 2018, the maturity date was extended until August 20, 2018 Newmark is required to meet a number of financial covenants, including maintaining a minimum of $15.0 million of cash and cash equivalents. Newmark was in compliance with all covenants on June 30, 2018 and December 31, 2017 and for the three and six months ended June 30, 2018 and the year ended December 31, 2017. The borrowing rates on the warehouse lines are based on short-term London Interbank Offered Rate (LIBOR) plus applicable margins. Due to the short-term maturity of these instruments, the carrying amounts approximate fair value. |
Long-Term Debt and Long-Term De
Long-Term Debt and Long-Term Debt Payable to Related Parties | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Long-Term Debt Payable to Related Parties | (20) Long-term debt and long-term debt payable to related parties consisted of the following (in thousands): June 30, 2018 December 31, 2017 Converted Term Loan $ 247,150 $ 400,000 Term Loan — 270,710 Long-term debt 247,150 670,710 2019 Promissory Note 300,000 300,000 2042 Promissory Note (1) 112,500 112,500 Total long-term debt $ 659,650 $ 1,083,210 (1) (see Note 30 – Subsequent Events). Converted Term Loan On September 8, 2017, BGC entered into a committed unsecured senior revolving credit agreement with Bank of America, N.A., as administrative agent, and a syndicate of lenders. The revolving credit agreement provides for revolving loans of up to $400.0 million. The maturity date of the facility is September 8, 2019. Borrowings under the Converted Term Loan bear interest at either LIBOR or a defined base rate plus an additional margin, which ranges from 50 basis points to 325 basis points depending on BGC’s debt rating as determined by S&P and Fitch and whether such loan is a LIBOR loan or a base rate loan. Since there were amounts outstanding under the Term Loan facility as of December 31, 2017, the pricing increased by 50 basis points. The Term Loan was paid in full on March 9, 2018. Since the Term Loan was repaid in full, the pricing of the Converted Term Loan returned to the levels previously described. On November 22, 2017, BGC and Newmark entered into an amendment to the unsecured senior revolving credit agreement. Pursuant to the amendment, the then-outstanding borrowings of BGC under the revolving credit facility were converted into a term loan. There was no change in the maturity date or interest rate. As of December 13, 2017, Newmark assumed the obligations of BGC as borrower under the Converted Term Loan. BGC remains a borrower under, and retains access to, the revolving credit facility for any future draws, subject to availability which increases as Newmark repays the Converted Term Loan. During the three months ended June 30, 2018, Newmark partially repaid $152.9 million of the Converted Term Loan. Borrowings outstanding under the Converted Term loan as of June 30, 2018 and December 31, 2017 were $ 247.2 million and $400.0 million, respectively. As of June 30, 2018, the interest rate on the Converted Term Loan was 4.31%. Newmark recorded interest expense related to the Converted Term Loan for the three and six months ended June 30, 2018 in the amount of $4.4 million and $9.0 million, respectively. There was no interest expense recorded for the three and six months ended June 30, 2017. Term Loan On September 8, 2017, BGC entered into a committed unsecured senior term loan credit agreement with Bank of America, N.A., as administrative agent, and a syndicate of lenders. The term loan credit agreement provides for loans of up to $575.0 million. The maturity date of the agreement is September 8, 2019. Borrowings under the Term Loan bear interest at either LIBOR or a defined base rate plus an additional margin which ranges from 50 basis points to 325 basis points depending on BGC’s debt rating as determined by S&P and Fitch and whether such loan is a LIBOR loan or a base rate loan. Since there were amounts outstanding under the term loan facility as of December 31, 2017, the pricing increased by 50 basis points. On November 22, 2017, BGC and Newmark entered into an amendment to the unsecured senior term loan credit agreement. Pursuant to the term loan amendment and effective as of December 13, 2017, Newmark assumed the obligations of the BGC as borrower under the Term loan. The Term Loan is also subject to mandatory prepayment from 100% of net cash proceeds of all material asset sales and debt and equity issuances (subject to certain customary exceptions, including sales under the BGC’s CEO sales program). The net proceeds from the IPO were used to partially repay $304.3 million of the Term Loan. On March 9, 2018. During the six months ended June 30, 2018, Newmark repaid the outstanding balance of $270.7 million on the Term Loan, at which point the facility was terminated. As of June 30, 2018, there were no borrowings outstanding under the Term Loan. Newmark recorded interest expense related to the Term Loan of $2.6 million for six months ended June 30, 2018. As of June 30, 2018 the carrying value of Converted Term Loan approximated the fair value. As of December 31, 2017 the carrying value of the Converted Term Loan and Term Loan approximated the fair value. On December 13, 2017, in connection with the Separation, Newmark assumed from BGC an aggregate of $300.0 million principal amount of its 2019 Promissory Note due December 9, 2019 and $112.5 million principal amount of its 2042 Promissory Note due June 26, 2042. The 2019 Promissory Note bears interest at 5.375% and the 2042 Promissory Note bears interest at 8.125%. The 2019 and 2042 Promissory Notes are recorded at amortized cost. As of June 30, 2018 and December 31, 2017, the carrying amounts and estimated fair values of the 2019 and 2042 Promissory Notes were as follows (in thousands): June 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 2019 Promissory Note $ 300,000 $ 307,290 $ 300,000 $ 313,125 2042 Promissory Note 112,500 115,695 112,500 116,550 $ 412,500 $ 422,985 $ 412,500 $ 429,675 The fair value of the 2042 Promissory Notes was determined using observable market prices as these securities are traded and are considered Level 1 within the fair value hierarchy as they are deemed to be actively traded and the 2019 Promissory Notes are considered Level 2 within the fair value hierarchy. For the three months ended June 30, 2018, Newmark recorded interest expense on its 2019 Promissory Note and 2042 Promissory Note in the amount of $4.3 million and $2.3 million, respectively. For the six months ended June 30, 2018, Newmark recorded interest expense on its 2019 Promissory Note and 2042 Promissory Note in the amount of $8.6 million and $4.6 million, respectively. The 2019 Promissory Note and 2042 Promissory Note are included in “Long-term debt payable to related parties” on Newmark’s unaudited condensed consolidated balance sheets. |
Financial Guarantee Liability
Financial Guarantee Liability | 6 Months Ended |
Jun. 30, 2018 | |
Guarantees [Abstract] | |
Financial Guarantee Liability | (21) Newmark shares risk of loss for loans originated under the Fannie Mae DUS and Freddie TAH programs and could incur losses in the event of defaults under or foreclosure of these loans. Under the guarantee, Newmark’s maximum contingent liability to the extent of actual losses incurred is approximately 33% of the outstanding principal balance on Fannie Mae DUS or Freddie TAH loans. Risk sharing percentages are established on a loan-by-loan basis when originated, with most loans at 33% and “modified” loans at lower percentages. Under certain circumstances, risk sharing percentages can be revised subsequent to origination or Newmark could be required to repurchase the loan. In the event of a loss resulting from a catastrophic event that is not required to be covered by borrowers’ insurance policies, Newmark can recover the loss under its mortgage impairment insurance policy. Any potential recovery is subject to the policy’s deductibles and limits. At June 30, 2018, the credit risk loans being serviced by Newmark on behalf of Fannie Mae and Freddie Mac had outstanding principal balances of approximately $19.2 billion with a maximum potential loss of approximately $5.4 billion, of which $0.1 billion is covered by the Credit Enhancement Agreement (see Note 11—Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit). At December 31, 2017, the credit risk loans being serviced by Newmark on behalf of Fannie Mae and Freddie Mac had outstanding principal balances of approximately $18.8 billion with a maximum potential loss of approximately $5.3 billion, of which $1.2 billion is covered by the Credit Enhancement Agreement (see Note 11—Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit). At June 30, 2018 and the year ended December 31, 2017, changes on the estimated liability under the guarantee liability were as follows: Financial guarantee liability (in thousands) Balance at December 31, 2016 $ (413 ) Reversal of provision 359 Balance at December 31, 2017 $ (54 ) Reversal of provision 7 Balance at June 30, 2018 $ (47 ) In order to monitor and mitigate potential losses, Newmark uses an internally developed loan rating scorecard for determining which loans meet Newmark’s criteria to be placed on a watch list. Newmark also calculates default probabilities based on internal ratings and expected losses on a loan-by-loan basis. This methodology uses a number of factors including, but not limited to, debt service coverage ratios, collateral valuation, the condition of the underlying assets, borrower strength and market conditions. See Note 11—Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit for further explanation of credit protection provided by DB Cayman. The provisions for risk sharing are included in “Operating, administrative and other” in Newmark’s unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Increase (decrease) to financial guarantee liability $ (14 ) $ (208 ) $ (7 ) $ (213 ) Decrease (increase) to credit enhancement asset — 140 10 144 Increase (decrease) to contingent liability 1 6 1 6 Total expense $ (13 ) $ (62 ) $ 4 $ (63 ) |
Concentrations of Credit Risk
Concentrations of Credit Risk | 6 Months Ended |
Jun. 30, 2018 | |
Risks And Uncertainties [Abstract] | |
Concentrations of Credit Risk | (22) The lending activities of Newmark create credit risk in the event that counterparties do not fulfill their contractual payment obligations. In particular, Newmark is exposed to credit risk related to the Fannie Mae DUS and Freddie Mac TAH loans (see Note 21—Financial Guarantee Liability). As of June 30, 2018, 26% and 15% of $5.4 billion of the maximum loss (see Note 21—Financial Guarantee Liability) was for properties located in California and Texas, respectively. As of December 31, 2017, 26% and 15% of $5.3 billion of the maximum loss (see Note 21—Financial Guarantee Liability) was for properties located in California and Texas, respectively. |
Escrow and Custodial Funds
Escrow and Custodial Funds | 6 Months Ended |
Jun. 30, 2018 | |
Deposit Assets Disclosure [Abstract] | |
Escrow and Custodial Funds | (23) In conjunction with the servicing of multifamily and commercial loans, Newmark holds escrow and other custodial funds. Escrow funds are held at unaffiliated financial institutions generally in the form of cash and cash equivalents. These funds amounted to approximately $0.8 billion and $0.8 billion, as of June 30, 2018 and December 31, 2017, respectively. These funds are held for the benefit of Newmark’s borrowers and are segregated in custodial bank accounts. These amounts are excluded from the assets and liabilities of Newmark. |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | (24) U.S. GAAP guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: • Level 1 measurements—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2 measurements—Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. • Level 3 measurements—Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. As required by U.S. GAAP guidance, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following table sets forth by level within the fair value hierarchy financial assets and liabilities accounted for at fair value under U.S. GAAP guidance at June 30, 2018 and December 31, 2017 (in thousands): As of June 30, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 9,127 $ — $ — $ 9,127 RBC Forward 19,085 19,085 Loans held for sale, at fair value — 547,968 — 547,968 Rate lock commitments — — 14,448 14,448 Forwards — — 16,442 16,442 Total assets $ 9,127 $ 567,053 $ 30,890 $ 607,070 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 21,574 $ 21,574 Rate lock commitments — — 13,945 13,945 Forwards — — 641 641 Total Liabilities $ — $ — $ 36,160 $ 36,160 As of December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 57,623 $ — $ — $ 57,623 Loans held for sale, at fair value — 362,635 — 362,635 Rate lock commitments — — 2,923 2,923 Forwards — — 3,753 3,753 Total assets $ 57,623 $ 362,635 $ 6,676 $ 426,934 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 23,711 $ 23,711 Rate lock commitments — — 2,390 2,390 Forwards — — 657 657 Total Liabilities $ — $ — $ 26,758 $ 26,758 There were no transfers among level 1, 2 and level 3 for the six months ended June 30, 2018 and the year ended December 31, 2017. Level 3 Financial Assets and Liabilities Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the three June 30, 2018 were as follows (in thousands): Opening Balance April 1, 2018 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2018 Unrealized (gains) losses outstanding as of June 30, 2018 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 23,087 $ 295 $ 689 $ (2,497 ) $ 21,574 $ 295 Rate lock commitments and forwards, net 7,036 16,304 — (7,036 ) 16,304 16,304 $ 30,123 $ 16,599 $ 689 $ (9,533 ) $ 37,878 $ 16,599 Opening Balance as of April 1, 2017 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2017 Unrealized (gains) losses outstanding as of June 30, 2017 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 28,998 $ 1,543 $ — $ (355 ) $ 30,186 $ 1,543 Rate lock commitments and forwards, net 2,462 10,566 — (2,462 ) 10,566 10,566 $ 31,460 $ 12,109 $ — $ (2,817 ) $ 40,752 $ 12,109 Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the six months ended June 30, 2018 were as follows (in thousands): Opening Balance January 1, 2018 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2018 Unrealized (gains) losses outstanding as of June 30, 2018 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 23,711 $ 429 $ 689 $ (3,255 ) $ 21,574 $ 429 Rate lock commitments and forwards, net 3,629 16,304 — (3,629 ) 16,304 16,304 $ 27,340 $ 16,733 $ 689 $ (6,884 ) $ 37,878 $ 16,733 Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the six months ended June 30, 2017 were as follows (in thousands): Opening Balance as of January 1, 2017 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2017 Unrealized (gains) losses outstanding as of June 30, 2017 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 38,713 $ 1,981 $ — $ (10,508 ) $ 30,186 $ 1,981 Rate lock commitments and forwards, net 10,254 10,566 — (10,254 ) 10,566 10,566 $ 48,967 $ 12,547 $ — $ (20,762 ) $ 40,752 $ 12,547 (1) Realized losses are reported in “Other income (loss)” in Newmark’s unaudited condensed consolidated statements of operations. Quantitative Information About Level 3 Fair Value Measurements The following tables present quantitative information about the significant unobservable inputs utilized by Newmark in the fair value measurement of Level 3 assets and liabilities measured at fair value on a recurring basis: June 30, 2018 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 21,574 Discount rate—6.8% weighted average rate (1) Derivative assets and liabilities: Financial forecast information Forward sale contracts $ 14,448 $ 13,945 Counterparty credit risk Rate lock commitments $ 16,442 $ 641 Counterparty credit risk December 31, 2017 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 23,711 Discount rate—6.43% weighted average rate ( 1 ) Derivative assets and liabilities: Financial forecast information Forward sale contracts $ 3,753 $ 657 Counterparty credit risk Rate lock commitments $ 2,923 $ 2,390 Counterparty credit risk ( 1 ) Newmark’s estimate of contingent consideration as of June 30, 2018 and December 31, 2017 was based on the acquired business’ projected future financial performance, including revenues. Valuation Processes - Level 3 Measurements Both the rate lock commitments to borrowers and the forward sale contracts to investors are derivatives and, accordingly, are marked to fair value through Newmark’s unaudited condensed consolidated statements of operations. The fair value of Newmark’s rate lock commitments to borrowers and loans held for sale and the related input levels includes, as applicable: • The assumed gain/loss of the expected loan sale to the investor, net of employee benefits; • The expected net future cash flows associate with servicing the loan; • The effects of interest rate movements between the date of the rate lock and the balance sheet date; and • The nonperformance risk of both the counterparty and Newmark. The fair value of Newmark’s forward sales contracts to investors considers effects of interest rate movements between the trade date and the balance sheet date. The market price changes are multiplied by the notional amount of the forward sales contracts to measure the fair value. The fair value of Newmark’s rate lock commitments and forward sale contracts is adjusted to reflect the risk that the agreement will not be fulfilled. Newmark’s exposure to nonperformance in rate lock and forward sale contracts is represented by the contractual amount of those instruments. Given the credit quality of Newmark’s counterparties, the short duration of rate lock commitments and forward sales contracts, and Newmark’s historical experience with the agreements, management does not believe the risk of nonperformance by Newmark’s counterparties to be significant. Sensitivity Analysis - Level 3 Measurements As of June 30, 2018 and December 31, 2017, the present value of expected payments related to Newmark’s contingent consideration was $21.6 million and $23.7 million, respectively (see Note 29- Commitments and Contingencies). The undiscounted value of the payments, assuming that all contingencies are met, would be $24.0 million and $27.7 million, respectively. Valuations for contingent consideration are conducted by Newmark. Each reporting period, Newmark updates unobservable inputs. Newmark has a formal process to review changes in fair value for satisfactory explanation. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (25) Service Agreements Newmark receives administrative services, including but not limited to, treasury, legal, accounting, information technology, payroll administration, human resources, incentive compensation plans and other support, provided by Cantor and BGC. For the three months ended June 30, 2018 and 2017, allocated expenses were $6.3 million and $4.2 million, respectively. Allocated expenses were $13.2 million and $8.9 million for the six months ended June 30, 2018 and 2017, respectively These expenses are included as part of “Fees to related parties” in Newmark’s unaudited condensed consolidated statements of operations. Loans, Forgivable Loans and Other Receivables from Employees and Partners Newmark has entered into various agreements with certain employees and partners whereby these individuals receive loans which may be either wholly or in part repaid from the distribution earnings that the individuals receive on some or all of their limited partnership interests or may be forgiven over a period of time. The forgivable portion of these loans is recognized as compensation expense over the life of the loans. From time to time, Newmark may also enter into agreements with employees and partners to grant bonus and salary advances or other types of loans. These advances and loans are repayable in the timeframes outlined in the underlying agreements. As of June 30, 2018 and December 31, 2017, the aggregate balance of employee loans was $248.0 and $209.6 million, respectively, and is included as “Loans, forgivable loans and other receivables from employees and partners, net” in Newmark’s unaudited condensed consolidated balance sheets. Compensation expense for the above mentioned employee loans for the three months ended June 30, 2018 and 2017 was $5.2 million and $2.4 million, respectively. For the six months ended June 30, 2018 and 2017, compensation expense was $11.2 million and $4.4 million, respectively. The compensation expense related to these employee loans is included as part of “Compensation and employee benefits” in Newmark’s unaudited condensed consolidated statements of operations. Transactions with Cantor Commercial Real Estate Company, L.P. Newmark has a referral agreement in place with CCRE, in which Newmark’s brokers are incentivized to refer business to CCRE through a revenue-share agreement. In connection with this revenue share agreement, Newmark did not recognize any revenue for the three and the six months ended June 30, 2017. Newmark also did not recognize any revenue related to this agreement during the three and six months ended June 30, 2018. Newmark also has a revenue-share agreement with CCRE, in which Newmark pays CCRE for referrals for leasing or other services. Newmark did not make any payments under this agreement to CCRE for the three and six months ended June 30, 2018 and 2017, respectively. In addition, Newmark has a loan referral agreement in place with CCRE, in which either party can refer a loan to the other. Revenue from these referrals were $0.1 million and $0.5 million for the three months ended June 30, 2018 and 2017, respectively. For the six months ended June 30, 2018 and 2017, revenue from these referrals were $3.7 million and $0.8 million, respectively, and was recognized in “Gain from mortgage banking activities/originations, net” in Newmark’s unaudited condensed consolidated statements of operations. These referrals fees are net of the broker fees and commissions to CCRE of $26 thousand and $0.1 million for the three months ended June 30, 2018 and 2017, respectively and $0.7 million and $0.3 million for the six months ended June 30, 2018 and 2017, respectively. On September 8, 2017, BGC completed the Berkeley Point Acquisition, for an acquisition price of $875.0 million with $3.2 million of the acquisition price paid in units of BGC Holdings, pursuant to a Transaction Agreement, dated as of July 17, 2017, with Cantor and certain of Cantor’s affiliates, including CCRE and Cantor Commercial Real Estate Sponsor, L.P., the general partner of CCRE. In accordance with this Transaction Agreement, BPF made a distribution of $89.1 million to CCRE, for the amount that BPF’s net assets exceeded $508.6 million. On March 11, 2015, Newmark and CCRE entered into a note receivable/payable that allows for advances to or from CCRE at an interest rate of 1-month LIBOR plus 1.0%. On September 8, 2017, the note receivable/payable was terminated, and all outstanding advances due were paid off. Newmark recognized interest income of $0.2 million for the three and six months ended June 30, 2017. The Company recognized interest expense of $0.3 million for the three months ended June 30, 2017, and $2.4 million for the six months ended June 30, 2017. For the six months ended June 30, 2018, Newmark purchased the primary servicing rights for $0.6 billion of loans originated by CCRE for $1.0 million. CF Real Estate Finance Holdings, LP. Contemporaneously with the Berkeley Point Acquisition, on September 8, 2017, Newmark invested $100.0 million in a newly formed commercial real estate-related financial and investment business, Real Estate LP, which is controlled and managed by Cantor. Real Estate LP may conduct activities in any real estate related business or asset backed securities related business or any extensions thereof and ancillary activities thereto. In addition, Real Estate LP may provide short-term loans to related parties from time to time when funds in excess of amounts needed for investment opportunities are available. As of June 30, 2018, $145.0 million had been loaned to related parties. As of June 30, 2018, Newmark’s investment is accounted for under the equity method. IPO On December 13, 2017, prior to the closing of the IPO, BGC, BGC Holdings, BGC U.S. OpCo, Newmark, Newmark Holdings, Newmark OpCo, Cantor, and BGC Global OpCo entered into the Separation and Distribution Agreement. The Separation and Distribution Agreement sets forth the agreements among BGC, Cantor, Newmark and their respective subsidiaries with respect to the Separation and related matters. For additional information, (see Note 1 — Organization and Basis of Presentation). In addition, in connection with the Separation and Newmark IPO, on December 13, 2017 a Registration Rights Agreement by and among Cantor, BGC and Newmark, an Amended and Restated Tax Receivable Agreement by and between Cantor and BGC, an Exchange Agreement by and among Cantor, BGC and Newmark, and Administrative Services Agreement by and between Cantor and Newmark (see “Service Agreements” above), and a Tax Receivable Agreement by and between Cantor and Newmark were entered into. As a result of the Separation, the limited partnership interests in Newmark Holdings were distributed to the holders of limited partnership interests in BGC Holdings, including Cantor, whereby each holder of BGC Holdings limited partnership interests at that time now holds a BGC Holdings limited partnership interest and a corresponding Newmark Holdings limited partnership interest, which is equal to a BGC Holdings limited partnership interest multiplied by the contribution ratio, divided by the current exchange ratio. The exchange ratio is subject to adjustment, in accordance with the terms of the separation agreement (for additional information, see Note 2 — Limited Partnership Interests.) In addition CF&Co, a wholly owned subsidiary of Cantor, was an underwriter of the IPO. Pursuant to the underwriting agreement, Newmark paid CF&Co 5.5% of the gross proceeds from the sale of shares of Newmark Class A common stock sold by CF&Co. in connection with the IPO. BGC’s Investment in Newmark Holdings On March 7, 2018, BGC Partners, L.P. and its operating subsidiaries purchased 16.6 million Newmark Units of Newmark Holdings for approximately $242.0 million. The price per Newmark Unit was based on the $14.57 closing price of Newmark’s Class A common stock on March 6, 2018 as reported on the NASDAQ Global Select Market. These newly-issued Newmark Units are exchangeable, at BGC’s discretion, into either shares of Class A common stock or shares of Class B common stock of Newmark. BGC made the Investment in Newmark pursuant to an Investment Agreement dated as of March 6, 2018 by and among BGC, BGC Holdings, BGC Partners, L.P., BGC Global Holdings, L.P., Newmark, Newmark Holdings and Newmark Partners, L.P. BGC’s investment in Newmark Holdings and related transactions were approved by the Audit Committees and Boards of Directors of BGC and Newmark. BGC and its subsidiaries funded the Investment in Newmark using the proceeds of its CEO sales program. Newmark used the proceeds to repay the balance of the outstanding principal amount under its Term Loan with Bank of America, N.A., as administrative agent, and a syndicate of lenders. Payables to Related Parties On March 19, 2018, Newmark entered into the “Intercompany Credit Agreement” with BGC, which amended and restated the original intercompany credit agreement between the parties in relation to the Separation, dated as of December 13, 2017. The Intercompany Credit Agreement provides for each party to issue revolving loans to the other party in the lender’s discretion. The interest rate on the Intercompany Credit Agreement can be the higher of BGC’s or Newmark’s short term borrowings rate in effect at such time plus 100 basis points, or such other interest rate as may be mutually agreed between BGC and Newmark. The interest rate as of June 30, 2018 was 5.31%. As of June 30, 2018, the amount outstanding under the Intercompany Facility was $270.0 million and is included in “Current portion of payables to related parties” on the unaudited condensed consolidated balance sheets. Newmark recorded interest expense of $2.7 million and $3.6 million for the three and six months ended June 30, 2018, which is included in “Interest income (expense), net” in the unaudited condensed consolidated statement of operations. As of December 31, 2017, the related party receivables and current portion of payables to related parties were $0.0 million and $34.2 million, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (26) Newmark’s unaudited condensed consolidated financial statements include U.S. federal, state and local income taxes on Newmark’s allocable share of its U.S. results of operations, as well as taxes payable to jurisdictions outside the U.S. In addition, certain of Newmark’s entities are taxed as U.S. partnerships and are subject to the Unincorporated Business Tax (“UBT”) in New York City. Therefore, the tax liability or benefit related to the partnership income or loss except for UBT rests with the partners (see Note 2—Limited Partnership Interests) for discussion of partnership interests) rather than the partnership entity. Income taxes are accounted for using the asset and liability method, as prescribed in U.S. GAAP guidance for Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the unaudited condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded against deferred tax assets if it is deemed more likely than not that those assets will not be realized. Provisional amounts in effective rate On December 22, 2017, “H.R.1,” formerly known as the Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”), was signed into law in the U.S. The 2017 Tax Act is expected to have a favorable impact on Newmark’s effective tax rate and net income as reported under generally accepted accounting principles both in the first quarter of 2018 and subsequent reporting periods to which the 2017 Tax Act is effective. Newmark is applying the guidance in SAB 118 when accounting for the enactment-date effects of the 2017 Tax Act. As of June 30, 2018, Newmark has not completed its accounting for all of the tax effects of the 2017 Tax Act. Newmark will continue to make and refine its calculations as additional analysis is completed. Because of the complexity of the new Global Intangible Low-Taxed Income (“GILTI”) tax rules, Newmark continues to evaluate this provision of the 2017 Tax Act. Under U.S. GAAP, Newmark can elect an accounting policy choice to either (a) treat future taxes related to GILTI as a current period expense when incurred (“period cost method”) or (b) factor amounts related to GILTI into Newmark’s measurement of its deferred taxes (“deferred method”). Newmark’s accounting for the effects of the GILTI tax law provisions is incomplete at this time, and, therefore, Newmark is not yet able to reasonably estimate the effect of this provision of the 2017 Tax Act nor has an accounting policy decision been made with respect to GILTI. As of June 30,, 2018, because Newmark is still evaluating the GILTI provisions as well as future taxable income that may be subject to GILTI, Newmark shall include GILTI related to current-year operations, if any, only in the Estimated Annualized Effective Tax Rate and have not provided additional GILTI on deferred items. Pursuant to U.S. GAAP guidance, Accounting for Uncertainty in Income Taxes |
Accounts Payable, Accrued Expen
Accounts Payable, Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Payable Accrued Expenses And Other Liabilities Current And Noncurrent [Abstract] | |
Accounts Payable, Accrued Expenses and Other Liabilities | (27) The current portion of accounts payable, accrued expenses and other liabilities consisted of the following: June 30, December 31, 2018 2017 Accounts payable and accrued expenses $ 97,571 $ 79,376 Payroll taxes payable 24,041 12,673 Outside broker payable 43,308 23,361 Contingent consideration 4,742 6,504 Derivative liability 14,586 3,047 $ 184,248 $ 124,961 Other long-term liabilities consisted of the following: June 30, December 31, 2018 2017 Deferred rent $ 41,974 $ 41,875 Payroll taxes payable 52,381 48,248 Accrued compensation 32,845 31,411 Credit enhancement deposit 25,000 25,000 Contingent consideration 16,832 17,207 Financial guarantee liability 47 54 $ 169,079 $ 163,795 |
Compensation
Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Compensation | (28) Newmark’s Compensation Committee may grant various equity-based awards to employees of Newmark, including restricted stock units, limited partnership units and exchange rights for shares of Newmark’s Class A common stock upon exchange of Newmark limited partnership units (see Note 2—Limited Partnership Interests). On December 13, 2017, as part of the Separation, the Newmark Group, Inc. Long Term Incentive Plan (the “Newmark Equity Plan”) was approved by Newmark’s sole stockholder, BGC, for Newmark to issue up to 400.0 million aggregate number of shares of Class A common stock of Newmark, of which 50.0 million are registered, that may be delivered or cash-settled pursuant to awards granted during the life of the Newmark Equity Plan. As of June 30, 2018, 0.2 million units have been granted and 399.8 million are available for future issuances. Prior to the Separation, BGC’s Compensation Committee granted various equity-based awards to employees of Newmark, including restricted stock units, limited partnership units and exchange rights for shares of BGC’s Class A common stock upon exchange of BGC’s limited partnership units (see Note 2—Limited Partnership Interests). (a) As a result of the Separation, limited partnership interests in Newmark Holdings were distributed to the holders of limited partnership interests in BGC Holdings. Each holder of BGC Holdings limited partnership interests at that time held a BGC Holdings limited partnership interest and a corresponding Newmark Holdings limited partnership interest, which is equal to a BGC Holdings limited partnership interest multiplied by an amount calculated in accordance with the BGC Holdings limited partnership agreement the distribution ratio, divided by an amount, as of June 30, 2018, is 0.9919, subject to adjustment, by which a Newmark Holdings limited partnership interest can be exchanged for a number of shares of Newmark Class A common stock (the “exchange ratio”). A summary of the activity associated with limited partnership units held by Newmark employees in BGC Holdings is as follows: Number of Units Balance at December 31, 2017 64,708,915 Granted 1,475,928 Redeemed/exchanged units (1,973,880 ) Forfeited units (93,610 ) Balance at June 30, 2018 64,117,353 A summary of the activity of the number of share-equivalent limited partnership units and post IPO grants of Newmark LPU’s held by Newmark employees in Newmark Holdings is as follows: Number of Units Balance at December 31, 2017 29,413,143 Granted 11,309,504 Redeemed/exchanged units (990,530 ) Forfeited units (43,730 ) Balance at June 30, 2018 39,688,387 As of June 30, 2018 and December 31, 2017, Newmark employees had 64.1 million and 64.7 million BGC Holdings limited partnership units outstanding, respectively. In addition, there were 39.7 million and 29.4 million limited partnership units in Newmark Holdings outstanding as of June 30, 2018 and December 31, 2017, respectively. As a result of the Newmark IPO and the related Separation and Distribution Agreement, BGC Holdings limited partnership units can only be exchanged into BGC Class A common stock with a number of Newmark Holdings limited partnership units equal to a BGC Holdings limited partnership unit multiplied by the distribution ratio and divided by the exchange ratio. Certain standalone BGC Holdings limited partnership units that do not have corresponding Newmark Holdings limited partnership units, may only become exchangeable into BGC’s Class A common stock once the Distribution has occurred (see Note 2—Limited Partnership Interests for further details on the Separation and Distribution Agreement. During the three months ended June 30, 2018, BGC granted exchangeability on 5.0 million and 2.2 million limited partnership units in BGC Holdings and Newmark Holdings held by Newmark employees, respectively. During the six months ended June 30, 2018, BGC granted exchangeability on 6.7 million and 3.3 million limited partnership units in BGC Holdings and Newmark Holdings, respectively. During the three and six months ended June 30, 2017, BGC granted exchangeability on 1.6 million and 2.2 million limited partnership units in BGC Holdings to Newmark employees, respectively. For the three and six months ended June 30, 2018 Newmark incurred compensation expense of $60.3 million and $82.1 million, respectively related to the exchangeability granted in each period. For the three and six months ended June 30, 2017, Newmark incurred compensation expense of $17.6 million and $23.7 million, respectively related to grants of exchangeability on limited partnership units in BGC Holdings. For the three and six months ended June 30, 2017 there was no expense related to the grant of exchangeability on Newmark Holdings. As of June 30, 2018 and December 31, 2017, the number of share-equivalent limited partnership units exchangeable into shares of BGC’s Class A common stock at the discretion of the unit holder was 20.9 million and 12.3 million, respectively. The number of share-equivalent limited partnership units exchangeable into shares of BGC Class A common stock as of June 30, 2018, represent 20.9 million limited partnership units in BGC Holdings and 9.8 million limited partnership units in Newmark Holdings exchangeable together into 20.9 million shares of BGC Class A common stock. Due to the change in the exchange ratio during the second quarter of 2018 there are 0.7 million standalone BGC units as of June 30, 2018 that are exchangeable into BGC Class A common stock contingent upon the Newmark spinoff. The number of share-equivalent limited partnership units exchangeable into shares of BGC Class A common stock as of December 31, 2017 represented 12.3 million and 5.6 million of limited partnership units in BGC Holdings and Newmark Holdings, respectively, exchangeable together into 12.3 million shares of BGC Class A common stock. As of June 30, 2018, the notional value of the limited partnership units with a post-termination pay-out amount held by executives and non-executive employees, awarded in lieu of cash compensation for salaries, commissions and/or discretionary or guaranteed bonuses, was approximately $147.8 million. The number of outstanding limited partnership units with a post-termination pay-out represented 12.1 million limited partnership units in BGC Holdings and 5.7 million limited partnership units in Newmark Holdings, of which approximately 5.3 million units in BGC Holdings and 2.5 million units in Newmark Holdings were unvested. As of June 30, 2018, the aggregate estimated fair value of these limited partnership units was approximately $27.0 million. In addition, beginning January 1, 2018, Newmark began granting standalone limited partnership units in Newmark Holdings to Newmark employees. As of June 30, 2018, the notional value of the limited partnership units with a post-termination pay-out amount held by executives and non-executive employees, awarded in lieu of cash compensation for salaries, commissions and/or discretionary or guaranteed bonuses, was approximately $48.7 million. The number of outstanding limited partnership units with a post-termination pay-out represent 3.2 million limited partnership units in Newmark Holdings, of which approximately 2.4 million units in Newmark Holdings were unvested. As of June 30, 2018, the aggregate estimated fair value of these limited partnership units was approximately $4.7 million. As of December 31, 2017, the notional value of the limited partnership units with a post-termination pay-out amount held by executives and non-executive employees, awarded in lieu of cash compensation for salaries, commissions and/or discretionary or guaranteed bonuses, was approximately $232.9 million. The number of outstanding limited partnership units with a post-termination pay-out as of December 31, 2017 was approximately 23.4 million, of which approximately 13.2 million were unvested. As of December 31, 2017, the number of outstanding limited partnership units with a post-termination pay-out represent 23.4 million and 10.6 million of limited partnership units in BGC Holdings and Newmark Holdings, respectively, of which approximately 13.2 million and 6.0 million units in BGC Holdings and Newmark Holdings, respectively, were unvested. As of December 31, 2017, the aggregate estimated fair value of these limited partnership units was approximately $39.2 million. Certain of the limited partnership units with a post-termination pay-out have been granted in connection with Newmark’s acquisitions. As of June 30, 2018 and December 31, 2017, the aggregate estimated fair value of these acquisition related limited partnership units was $6.4 million and $14.3 million, respectively. The liability for such acquisition-related limited partnership units is included in “Other long-term liabilities” on Newmark’s unaudited condensed consolidated balance sheets. Compensation expense related to limited partnership units with a post-termination pay-out amount is recognized over the stated service period. These units generally vest between three and five years from the date of grant. Newmark recognized compensation expense (benefit), before associated income taxes, related to these limited partnership units that were not redeemed of $1.8 million and $4.3 million three months ended June 30, 2018 and 2017, respectively. Newmark recognized compensation expense (benefit), before associated income taxes, related to these limited partnership units that were not redeemed of $(6.9) million and $10.1 million for the six months ended June 30, 2018 and 2017, respectively. These are included in “Compensation and employee benefits” in Newmark’s unaudited condensed consolidated statements of operations. Certain limited partnership units generally receive quarterly allocations of net income, which are cash distributed on a quarterly basis and generally contingent upon services being provided by the unit holders. The allocation of income to limited partnership units was $4.6 million and $6.2 million for the three months ended June 30, 2018 and 2017, respectively. The allocation of income to limited partnership units was $8.8 million and $10.8 million for the six months ended June 30, 2018 and 2017, respectively. This expense is included within “Allocations of net income and grant of exchangeability to limited partnership units” in Newmark’s unaudited condensed consolidated statements of operations. (b) A summary of the activity associated with RSU’s in Newmark is as follows: Restricted Stock Units Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (Years) Balance at December 31, 2017 — $ — — Granted units 211,537 13.92 — Balance at June 30, 2018 211,537 $ 13.92 2.61 Beginning January 1, 2018, Newmark began granting Newmark RSUs to Newmark employees. The fair value is determined on the date of grant based on the market value of Newmark Class A common stock in the same fashion as described above, and the awards vest ratably over the 2-3 year vesting period into shares of Newmark Class A common stock. The fair value of RSUs awarded to employees and directors is determined on the date of grant based on the market value of Newmark’s Class A common stock (adjusted if appropriate based upon the award’s eligibility to receive dividends), and is recognized, net of the effect of estimated forfeitures, ratably over the vesting period. Newmark uses historical data, including historical forfeitures and turnover rates, to estimate expected forfeiture rates for both employees and directors RSUs. Each RSU is settled in one share of Newmark’s Class A common stock upon completion of the vesting period. During the six months ended June 30, 2018, Newmark granted 0.2 million of RSUs with aggregate estimated grant date fair value of $2.9 million to employees and directors of Newmark. These RSUs were awarded in lieu of cash compensation for salaries, commissions and/or discretionary or guaranteed bonuses. RSUs granted to these individuals generally vest over a 2-3 year vesting period. As of June 30, 2018, the aggregate estimated grant date fair value of outstanding Newmark RSU’s was $2.9 million. During the six months ended June 30, 2017, BGC granted 0.2 million of RSUs to Newmark employees with aggregate estimated grant date fair values of $2.2 million to employees and directors of Newmark. These RSUs were awarded in lieu of cash compensation for salaries, commissions and/or discretionary or guaranteed bonuses. RSUs granted to these individuals generally vest over a two- to four-year period. As of June 30, 2018 and December 31, 2017, the aggregate estimated grant date fair value of outstanding of the BGC RSUs to Newmark employees was $2.1 million and $3.3 million, respectively. Compensation expense related to BGC RSUs, before associated income taxes, was approximately $0.2 million and compensation expense related to Newmark RSUs, before associated income taxes, was approximately $0.3 million for the three months ended June 30, 2018. Compensation expense related to BGC RSUs, before associated income taxes, was approximately $0.3 million for the three months ended June 30, 2017. Compensation expense related to BGC RSUs, before associated income taxes, was approximately $0.7 million and compensation expense related to Newmark RSUs, before associated income taxes, was approximately $0.3 million for the six months ended June 30, 2018. Compensation expense related to BGC RSUs, before associated income taxes, was approximately $0.6 million for the six months ended June 30, 2017. As of June 30, 2018 there was approximately $2.7 million total unrecognized compensation expense related to unvested Newmark RSUs and approximately $2.1 million total unrecognized compensation expense related to unvested BGC RSUs. Newmark may pay certain bonuses in the form of deferred cash compensation awards, which generally vest over a future service period. The total compensation expense recognized in relation to the deferred cash compensation awards for the three months June 30, 2018 and 2017 were $0.4 million and $0.2 million, respectively. The total compensation expense recognized in relation to the deferred cash compensation awards for the six months June 30, 2018 and 2017 were $1.4 million and $0.4 million, respectively As of June 30, 2018 and December 31, 2017, the total liability for the deferred cash compensation awards was $1.0 million and $0.4 million, respectively, and is included in “Other long-term liabilities” in Newmark’s unaudited condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (29) Contractual Obligations and Commitments As of June 30, 2018 and December 31, 2017, Newmark was committed to fund approximately $1 billion and $244 million, respectively, which is the total remaining draws on construction loans originated by Newmark under the HUD 221(d)4, 220 and 232 programs, rate locked loans that have not been funded, forward commitments as well as the funding for Fannie Mae structured transactions. Newmark also has corresponding commitments to sell these loans to various investors as they are funded. Lease Commitments Newmark is obligated for minimum rental payments under various non-cancelable operating leases, principally for office space, expiring at various dates through 2031. Certain of the leases contain escalation clauses that require payment of additional rent to the extent of increases in certain operating or other costs. Rent expense for the three months ended June 30, 2018 and 2017 was $10.5 million and $9.2 million, respectively. Rent expense for the six months ended June 30, 2018 and 2017 was $20.7 million and $19.0 million, respectively. Rent expense is reported in “Operating, administrative and other” in Newmark’s unaudited condensed consolidated statements of operations. Contingent Payments Related to Acquisitions Newmark completed acquisitions in 2014, 2015, 2016 and 2017 for which contingent cash consideration may be issued on certain targets being met through 2021 of $10.7 million. The contingent equity instruments are issued by and are recorded as a payable to related party on Newmark’s unaudited condensed consolidated balance sheet. The contingent cash liability is recorded at fair value as deferred consideration on Newmark’s unaudited condensed consolidated balance sheets. Contingencies In the ordinary course of business, various legal actions are brought and are pending against Newmark and its subsidiaries in the U.S. and internationally. In some of these actions, substantial amounts are claimed. Newmark is also involved, from time to time, in reviews, examinations, investigations and proceedings by governmental and self-regulatory agencies (both formal and informal) regarding Newmark’s businesses, which may result in regulatory, civil and criminal judgments, settlements, fines, penalties, injunctions or other relief. The following generally does not include matters that Newmark has pending against other parties which, if successful, would result in awards in favor of Newmark or its subsidiaries. Employment, Competitor-Related and Other Litigation From time to time, Newmark and its subsidiaries are involved in litigation, claims and arbitrations in the U.S. and internationally, relating to various employment matters, including with respect to termination of employment, hiring of employees currently or previously employed by competitors, terms and conditions of employment and other matters. In light of the competitive nature of the real estate services industry, litigation, claims and arbitration between competitors regarding employee hiring are not uncommon. Legal reserves are established in accordance with U.S. GAAP guidance on Accounting for Contingencies, when a material legal liability is both probable and reasonably estimable. Once established, reserves are adjusted when there is more information available or when an event occurs requiring a change. The outcome of such items cannot be determined with certainty. Newmark is unable to estimate a possible loss or range of loss in connection with specific matters beyond its current accrual and any other amounts disclosed. Management believes that, based on currently available information, the final outcome of these current pending matters will not have a material adverse effect on Newmark’s unaudited condensed consolidated financial statements and disclosures taken as a whole. Risks and Uncertainties Newmark generates revenues by providing financial intermediary and brokerage activities and commercial real estate services to institutional customers. Revenues for these services are transaction-based. As a result, revenues could vary based on the transaction volume of global financial and real estate markets. Additionally, financing is sensitive to interest rate fluctuations, which could have an impact on Newmark’s overall profitability. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | (30) On July 19, 2018, NKF extended the maturity date of Warehouse line from August 20, 2018 to June 19, 2019. The balance of this warehouse line was $258.8 million as of June 30, 2018. On July 20, 2018, NKF acquired Jackson & Cooksey, Inc., a Texas corporation, a nationally known corporate tenant representation real estate agency. On August 1, 2018, Newmark’s Board of Directors declared a quarterly cash dividend of $0.09 per share for the second quarter of 2018, payable on September 5, 2018 to Newmark Class A and Class B common stockholders of record as of August 20, 2018. On August 1, 2018, Newmark’s Board of Directors doubled its repurchase authorization to $200.0 million. On August 3, 2018, BGC delivered a notice of redemption to the holders of its outstanding its 8.125% BGC Senior Notes, which redemption will occur on September 5, 2018. BGC’s redemption of 8.125% BGC Senior Notes will accelerate Newmark’s obligation to repay the 2042 Promissory Note. Accordingly, on September 4, 2018, Newmark OpCo will borrow $112.5 million from BGC pursuant to the Intercompany Credit Agreement which loan will bear interest at an annual rate equal to 6.5%. Newmark OpCo will use the proceeds of the Intercompany Credit Agreement loan to repay the $112.5 million of the 2042 Promissory Note. |
Organization and Basis of Pre40
Organization and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Newmark’s unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”). The Newmark unaudited condensed consolidated financial statements were prepared on a stand-alone basis derived from the financial statements and accounting records of BGC. For the periods presented, prior to the IPO, Newmark was an unincorporated reportable segment of BGC. These unaudited condensed consolidated financial statements reflect the historical results of operations, financial position and cash flows of Newmark as it was historically managed and adjusted to conform with U.S. GAAP. These unaudited condensed consolidated financial statements are presented as if Newmark had operated on a stand-alone basis for all periods presented. Newmark’s unaudited condensed consolidated financial statements include all of the BGC subsidiaries that comprise its real estate segment, all of which are controlled by BGC. This Berkeley Point Acquisition has been determined to be a combination of entities under common control that resulted in a change in the reporting entity. Accordingly, the financial results of Newmark have been retrospectively adjusted to include the financial results of BPF in the current and prior periods as if BPF had always been consolidated. On December 13, 2017, in connection with the Separation, the assets and liabilities of BPF were transferred to Newmark. The following tables summarize the impact of the Berkeley Point Acquisition to Newmark’s unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2017: Three Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 7,799 $ 48,780 $ 56,579 Consolidated net income 6,382 48,775 55,157 Net income attributable to noncontrolling interests 12 — 12 Net income available to common stockholders $ 6,370 $ 48,775 $ 55,145 Six Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 15,745 $ 77,826 $ 93,571 Consolidated net income 14,362 77,802 92,164 Net income attributable to noncontrolling interests 308 — 308 Net income available to common stockholders $ 14,054 $ 77,802 $ 91,856 Intercompany balances and transactions within Newmark have been eliminated. Transactions between Cantor or BGC and Newmark pursuant to service agreements between Cantor and BGC (see Note 25—Related Party Transactions), represent valid receivables and liabilities of Newmark, which are periodically cash settled, have been included in the unaudited condensed consolidated financial statements as either receivables to or payables from related parties. Additionally, certain other transactions between BGC and Newmark are contributions of BGC’s net investment in Newmark including acquisitions prior to the IPO (Note 4—Acquisitions). Newmark receives administrative services to support its operations, and in return, Cantor and BGC allocate certain of their expenses to Newmark. Such expenses represent costs related, but not limited to, treasury, legal, accounting, information technology, payroll administration, human resources, incentive compensation plans and other services. These costs, together with an allocation of Cantor and BGC overhead costs, are included as expenses in the unaudited condensed consolidated statements of operations. Where it is possible to specifically attribute such expenses to activities of Newmark, these amounts have been expensed directly to Newmark. Allocation of all other such expenses is based on a services agreement between Cantor and BGC which reflects the utilization of service provided or benefits received by Newmark during the periods presented on a consistent basis, such as headcount, square footage, revenue, etc. Management believes the assumptions underlying the stand-alone financial statements, including the assumptions regarding allocated expenses, reasonably reflect the utilization of services provided to or the benefit received by Newmark during the periods presented. However, these shared expenses may not represent the amounts that would have been incurred had Newmark operated independently from Cantor and BGC. Actual costs that would have been incurred if Newmark had been a stand-alone company would depend on multiple factors, including organizational structure and strategic decisions in various areas, including information technology and infrastructure. For an additional discussion of expense allocations, (see Note 25—Related Party Transactions). Prior to the Separation, BGC used a centralized approach to cash management. Accordingly, excess cash and cash equivalents were held by BGC at the corporate level and were not attributed to Newmark for any of the periods presented. Transfers of cash, both to and from BGC’s centralized cash management system, are included in “current portion of payables to related parties” on the unaudited condensed consolidated balance sheet and as part of the change in payments to and borrowings from related parties in the financing section within the accompanying unaudited condensed consolidated statements of cash flows. The income tax provision in the unaudited condensed consolidated statements of operations and comprehensive income has been calculated as if Newmark was operating on a stand-alone basis and filed separate tax returns in the jurisdictions in which it operates. Newmark’s operations have historically been included in the BGC U.S. federal and state tax returns or separate non-U.S. jurisdictions tax returns. As Newmark operations in many jurisdictions are unincorporated commercial units of BGC and its subsidiaries, stand-alone tax returns have not been filed for the operations in these jurisdictions. Newmark’s unaudited condensed consolidated financial statements contain all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the unaudited condensed consolidated balance sheets, the unaudited condensed consolidated statements of operations, the unaudited condensed consolidated statements of comprehensive income, the unaudited condensed consolidated statements of cash flows and the unaudited condensed consolidated statements of changes in equity of Newmark for the periods presented. |
Recently Adopted Accounting Pronouncements | (b) Recently Adopted Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the “FASB”) issued an Accounting Standards Update (“ASU”) No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Further, Newmark previously presented expenses incurred on behalf of customers for certain management services subject to reimbursement on a net basis within expenses. Under the new revenue recognition model, Newmark concluded that it controls the services provided by a third party on behalf of customers and, therefore, acts as a principal under those contracts. As a result, for these service contracts, Newmark will present expenses incurred on behalf of customers along with corresponding reimbursement revenue on a gross basis in Newmark’s condensed consolidated statements of operations, with no impact on net income available to common stockholders. Newmark elected to adopt the new guidance using a modified retrospective approach applied to contracts that were not completed as of January 1, 2018. Accordingly, the new revenue standard is applied prospectively in Newmark’s financial statements from January 1, 2018 onward, and reported financial information for historical comparable periods is not revised and continues to be reported under the accounting standards in effect during those historical periods. The new revenue recognition guidance does not apply to revenue associated with financial instruments, including loans and securities that are accounted for under other U.S. GAAP, and as a result did not have an impact on the elements of Newmark’s condensed consolidated statements of operations most closely associated with financial instruments, including revenues from Capital markets commissions, Gains from mortgage banking activities/origination, net, and Servicing fees. There was no significant impact as a result of applying the new revenue standard to Newmark’s unaudited condensed consolidated financial statements for the six months ended June 30, 2018, except as it relates to the revenue recognition of certain brokerage revenues from leasing commissions that were based, in part, on future contingent events and the presentation of expenses incurred on behalf of customers for certain management services subject to reimbursement. See Note 3, Summary of Significant Accounting Policies and Note 12, Revenue from Contracts with Customers. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230)—Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230)—Restricted Cash In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805) Clarifying the definition of Business In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting |
New Accounting Pronouncements | (c) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Codification Improvements to Topic 842, Leases Leases (Topic 842), Targeted Improvements Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. |
Equity Investments | Equity Investments: Effective January 1, 2018, in accordance with the new guidance on recognition and measurement of equity investments, Newmark carries its marketable equity securities at fair value and recognizes any changes in fair value in net income (loss). Further, Newmark has elected to use a measurement alternative for its equity investments without a readily determinable fair value, pursuant to which these investments are initially recognized at cost and remeasured through earnings when there is an observable transaction involving the same or similar investment of the same issuer, or due to an impairment. See Note 6—Marketable Securities and Note 7—Cost and Equity Method Investments for additional information. Newmark had realized and unrealized gains/(losses), net of $0.5 million and $2.9 million for the three months and six months ended June 30, 2018, respectively, related to Marketable securities and Investments carried under the measurement alternative. |
Revenue Recognition | Revenue Recognition: The accounting policy changes are attributable to the adoption of ASU No. 2014-09, Revenue from contracts with Customers Commissions For certain revenues based, in part, on future contingent events (e.g., tenant move-in or payment of first month’s rent), Newmark’s performance obligation is typically satisfied at lease signing and, therefore, the portion of the commission that is contingent on a future event is recognized as revenue, if deemed not subject to significant reversal. |
Restricted Cash | Restricted Cash Represents cash set aside for amounts pledged for the benefit of Fannie Mae in excess of the required cash to secure Newmark’s financial guarantee liability. |
Segment | Segment: Newmark has a single operating segment. Newmark is a real estate services firm offering services to commercial real estate tenants, owner occupiers, investors and developers, leasing and corporate advisory, investment sales and real estate finance, consulting, origination and servicing of commercial mortgage loans, valuation, project and development management and property and facility management. The chief operating decision maker regardless of geographic location evaluates the operating results of Newmark as total real estate services and allocates resources accordingly. For the three and six months ended June 30, 2018 and 2017, Newmark recognized revenues as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Leasing and other commissions $ 178,142 $ 144,681 $ 337,513 $ 272,249 Capital markets 101,691 95,167 203,055 172,557 Gains from mortgage banking activities/origination, net 41,877 73,546 80,791 118,808 Management services, servicing fees and other 144,909 91,677 275,720 174,039 Revenues $ 466,619 $ 405,071 $ 897,079 $ 737,653 |
Organization and Basis of Pre41
Organization and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Acquisition Impact in Unaudited Condensed Consolidated Statements of Operations | The following tables summarize the impact of the Berkeley Point Acquisition to Newmark’s unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2017: Three Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 7,799 $ 48,780 $ 56,579 Consolidated net income 6,382 48,775 55,157 Net income attributable to noncontrolling interests 12 — 12 Net income available to common stockholders $ 6,370 $ 48,775 $ 55,145 Six Months Ended June 30, 2017 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 15,745 $ 77,826 $ 93,571 Consolidated net income 14,362 77,802 92,164 Net income attributable to noncontrolling interests 308 — 308 Net income available to common stockholders $ 14,054 $ 77,802 $ 91,856 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Recognized Revenues | For the three and six months ended June 30, 2018 and 2017, Newmark recognized revenues as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Leasing and other commissions $ 178,142 $ 144,681 $ 337,513 $ 272,249 Capital markets 101,691 95,167 203,055 172,557 Gains from mortgage banking activities/origination, net 41,877 73,546 80,791 118,808 Management services, servicing fees and other 144,909 91,677 275,720 174,039 Revenues $ 466,619 $ 405,071 $ 897,079 $ 737,653 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Summary of Components of Purchase Consideration Transferred and Preliminary Allocation of Assets Acquired and Liabilities Assumed | For the six months ended June 30, 2018, the following tables summarize the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired and liabilities assumed. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur. As of the Acquisition Date Assets Goodwill $ 6,626 Other intangible assets, net 546 Other assets 543 Total Assets 7,715 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 119 Total Liabilities 119 Net assets acquired $ 7,596 For the year ended December 31, 2017, the following tables summarize the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired and liabilities assumed, for all acquisitions other than the Berkeley Point Acquisition, based on the fair values of the acquisition date. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur. As of the Acquisition Date Assets Cash and cash equivalents $ 3,903 Goodwill 64,291 Other intangible assets, net 3,188 Other assets 9,234 Total Assets 80,616 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 7,119 Total Liabilities 7,119 Noncontrolling interest 19,145 Net assets acquired $ 54,352 |
Earnings Per Share and Weight44
Earnings Per Share and Weighted-Average Shares Outstanding (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Calculation of Basic Earnings Per Share | The following is the calculation of Newmark’s basic EPS (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Basic earnings per share: Net income available to common stockholders (1) $ 546 $ 55,145 $ 20,542 $ 91,856 Basic weighted-average shares of common stock outstanding 155,157 N/A 155,447 N/A Basic earnings per share $ 0.00 N/A $ 0.13 N/A ( 1 ) In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $0.2 million for the three and six months ended June 30, 2018. |
Calculation of Fully Diluted Earnings Per Share | The following is the calculation of Newmark’s fully diluted EPS (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Fully diluted earnings per share Net income available to common stockholders $ 546 N/A $ 20,542 N/A Allocations of net income to limited partnership interests in BGC Holdings and Newmark Holdings, net of tax — N/A 12,020 N/A Net income for fully diluted shares $ 546 N/A $ 32,562 N/A Weighted-average shares: Common stock outstanding 155,157 N/A 155,447 N/A Partnership units (1) — N/A 96,505 N/A Other 781 N/A 852 N/A Fully diluted weighted-average shares of common stock outstanding 155,938 N/A 252,804 N/A Fully diluted earnings per share $ 0.00 N/A $ 0.13 N/A ( 1 ) Partnership units collectively include founding/working partner units, limited partnership units, and Cantor units (see Note 2—Limited Partnership Interests for more information). As of June 30, 2018, BGC holds 16.6 million limited partnership units in Newmark Holdings and 4.8 million limited partnership units in Newmark OpCo. |
Loans Held for Sale, at Fair 45
Loans Held for Sale, at Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Loans Receivable Held For Sale Net [Abstract] | |
Summary of Loans Held for Sale at Cost Basis and Fair Value | Loans held for sale had a cost basis and fair value as follows (in thousands): Cost Basis Fair Value June 30, 2018 $ 540,680 $ 547,968 December 31, 2017 $ 360,440 $ 362,635 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Fair Value of Derivative Contracts | The fair value of derivative contracts, computed in accordance with the Newmark’s netting policy, is set forth below (in thousands): June 30, 2018 December 31, 2017 Notional Notional Derivative contract Assets Liabilities Amounts (1) Assets Liabilities Amounts (1) Forwards (2) $ 35,527 $ 641 $ 1,686,934 $ 3,753 $ 657 $ 541,359 Rate lock commitments 14,448 13,945 959,295 2,923 2,390 180,918 Total $ 49,975 $ 14,586 $ 6,676 $ 3,047 (1) Notional amounts represent the sum of gross long and short derivative contracts, an indication of the volume of Newmark’s derivative activity, and does not represent anticipated losses. (2) Included in Forwards is $19.1 million of the RBC Forward (see Note 1 – Organization and Basis of Presentation) which is net of $2.8 million unrealized loss for a change in the fair value of the RBC Forward. |
Summary of Gain (Loss) on Change in Fair Value of Derivatives Included in Condensed Consolidated Statements of Operations | The table below summarizes gains and losses on derivative contracts which are included in the unaudited condensed consolidated statements of operations: for the three and six months ended June 30, 2018 and 2017 (in thousands): Location of gain (loss) recognized Three Months Ended June 30, Six Months Ended June 30, in income for derivatives 2018 2017 2018 2017 Derivatives not designed as hedging instruments: RBC Forward Other income (loss) $ 2,808 $ — $ 2,808 $ — Rate lock commitments Gains from mortgage banking activities/originations, net 1,515 1,101 3,784 1,233 Rate lock commitments Compensation and employee benefits (782 ) (992 ) (3,282 ) (1,799 ) Forward sale contracts Gains from mortgage banking activities/originations, net 8,536 7,815 15,802 11,132 $ 12,077 $ 7,924 $ 19,112 $ 10,566 |
Revenues from Contracts with 47
Revenues from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Schedule of Revenues from Contracts with Customers and Our Other Sources of Revenues | The following table presents Newmark’s total revenues separately for its revenues from contracts with customers and our other sources of revenues (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2018 Revenues from contracts with customers: Leasing and other commissions $ 178,142 $ 337,513 Capital markets 101,691 203,055 Management services 107,228 204,160 Revenues 387,061 744,728 Other sources of revenue: Gains from mortgage banking activities/originations, net (1) 41,877 80,791 Servicing fees and other (1) 37,681 71,560 Revenues $ 466,619 $ 897,079 (1) Although these items have customers under contract, they were recorded as other sources of revenue as they were excluded from the scope of ASU No. 2014-09. |
ASC 606 [Member] | |
Summary of Impact to Condensed Consolidated Balance Sheets and Condensed Consolidated Statement of Operations | The table below presents the impact to the Newmark’s condensed consolidated balance sheets and condensed consolidated statement of operations as a result of applying the new revenue recognition standard, as codified within ASC 606 (in thousands): As of June 30, 2018 (1) Balance Sheet Assets Receivables, net $ 90,797 Liabilities Accrued compensation $ 42,233 Current portion of accounts payable, accrued expenses and other liabilities $ 18,861 (1) The amounts reflect each affected financial statement line item as they would have been reported under U.S. GAAP, prior to the adoption of the new revenue standard. |
Gains from Mortgage Banking A48
Gains from Mortgage Banking Activities/Originations, Net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Mortgage Banking [Abstract] | |
Summary of Gains From Mortgage Banking Activities/Originations, Net | Gains from mortgage banking activities/originations, net consists of the following activity (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Loan originations related fees and sales premiums, net $ 17,181 $ 30,949 $ 34,998 $ 46,901 Fair value of expected net future cash flows from servicing recognized at commitment, net 24,696 42,597 45,793 71,907 Gains from mortgage banking activities/originations, net $ 41,877 $ 73,546 $ 80,791 $ 118,808 |
Mortgage Servicing Rights, Net
Mortgage Servicing Rights, Net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Transfers And Servicing [Abstract] | |
Summary of Activity in Mortgage Servicing Rights by Class | A summary of the activity in mortgage servicing rights by class for the three months ended June 30, 2018 and 2017 is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, Mortgage Servicing Rights 2018 2017 2018 2017 Beginning Balance $ 386,953 $ 359,189 $ 399,349 $ 347,558 Additions 25,342 40,459 31,731 69,265 Purchases from an affiliate 1,099 577 1,608 577 Amortization (20,011 ) (18,317 ) (39,305 ) (35,492 ) Ending Balance $ 393,383 $ 381,908 $ 393,383 $ 381,908 Valuation Allowance Beginning Balance $ (5,427 ) $ (4,574 ) $ (6,723 ) $ (7,742 ) Decrease (increase) 4,084 (907 ) 5,380 2,261 Ending Balance $ (1,343 ) $ (5,481 ) $ (1,343 ) $ (5,481 ) Net balance $ 392,040 $ 376,427 $ 392,040 $ 376,427 |
Schedule of Servicing Fees and Escrow Interest | Servicing fees are included in “Management services, servicing fees and other” in Newmark’s unaudited condensed consolidated statements of operations and are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Servicing fees $ 26,092 $ 23,734 $ 51,224 $ 45,784 Escrow interest and placement fees 3,867 2,021 6,834 3,480 Ancillary fees 2,374 1,085 3,201 2,408 Total servicing fees and escrow interest $ 32,333 $ 26,840 $ 61,259 $ 51,672 |
Goodwill and Other Intangible50
Goodwill and Other Intangible Assets, Net of Accumulated Amortization (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the six months ended June 30, 2018 and the year ended December 31, 2017 were as follows (in thousands): Balance at December 31, 2016 $ 412,846 Acquisitions 64,291 Measurement period adjustments 395 Balance at December 31, 2017 477,532 Acquisitions 6,626 Measurement period adjustments (2,444 ) Balance at June 30, 2018 $ 481,714 |
Components of Other Intangible Assets | Other intangible assets consisted of the following at June 30, 2018 and December 31, 2017 (in thousands, except weighted average life): June 30, 2018 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 4,400 $ — $ 4,400 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 7,061 (6,306 ) 755 0.1 Non-contractual customers 10,863 (2,887 ) 7,976 2.3 License agreements 4,981 (1,797 ) 3,184 0.6 Non-compete agreements 5,238 (993 ) 4,245 1.4 Contractual customers 1,452 (725 ) 727 0.1 $ 39,385 $ (12,708 ) $ 26,677 4.5 December 31, 2017 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 4,400 $ — $ 4,400 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 7,061 (6,030 ) 1,031 0.2 Non-contractual customers 7,950 (1,495 ) 6,455 2.5 License agreements 4,981 (1,298 ) 3,683 0.9 Non-compete agreements 3,606 (496 ) 3,110 1.2 Contractual customers 1,452 (602 ) 850 0.2 Below market leases 15 (13 ) 2 — $ 34,855 $ (9,934 ) $ 24,921 5.0 |
Estimated Future Amortization Expense of Definite Life Intangible Assets | The estimated future amortization of definite life intangible assets as of June 30, 2018 was as follows (in thousands): 2018 $ 2,197 2019 4,302 2020 4,059 2021 3,078 2022 and thereafter 3,251 Total $ 16,887 |
Fixed Assets, Net (Tables)
Fixed Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property Plant And Equipment [Abstract] | |
Components of Fixed Assets, Net | Fixed assets, net consisted of the following (in thousands): June 30, 2018 December 31, 2017 Leasehold improvements and other fixed assets $ 84,341 $ 77,313 Software, including software development costs 18,428 17,395 Computer and communications equipment 16,963 15,878 119,732 110,586 Accumulated depreciation and amortization (52,046 ) (45,764 ) $ 67,686 $ 64,822 |
Other Assets (Tables)
Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
Summary of Other Current Assets | Other current assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Prepaid expenses $ 14,606 $ 12,708 Derivative assets 30,890 6,676 Rent and other deposits 1,057 1,479 Other 2,185 131 $ 48,738 $ 20,994 |
Summary of Non Current Other Assets | Non-current other assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Equity method investment $ 103,563 $ 101,562 Deferred tax assets (1) 166,885 168,594 Cost method investments 28,686 6,005 Derivative assets 19,085 — Other 4,004 2,299 $ 322,223 $ 278,460 ( 1 ) Deferred tax assets and liabilities are recognized for the future tax consequences attributable to basis differences between the carrying amounts of existing assets and liabilities and their respective tax basis. Accordingly, a deferred tax asset of $108.6 million has been contributed to Newmark for the year ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. |
Warehouse Notes Payable (Tables
Warehouse Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Brokers And Dealers [Abstract] | |
Schedule of Company Lines Available and Borrowings Outstanding | As of June 30, 2018, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at June 30, 2018 Stated Spread to One Month LIBOR Rate Type Warehouse line due August 20, 2018 (1) $ 450,000 $ — $ 258,782 130 bps Variable Warehouse line due September 25, 2018 200,000 — 114,503 130 bps Variable Warehouse line due October 11, 2018 (2) 300,000 — 130,440 130 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 36,846 120 bps Variable $ 950,000 $ 325,000 $ 540,571 (1) On July 19, 2018, the maturity date was extended until June 19, 2019. (2) The warehouse line was temporarily increased by $300.0 million to $600.0 million for the period of July 2, 2018 to August 16, 2018. As of December 31, 2017, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at December 31, 2017 Stated Spread to One Month LIBOR Rate Type Warehouse line due August 20, 2018 (1) $ 450,000 $ — $ 60,715 130 bps Variable Warehouse line due September 25, 2018 200,000 — 107,383 130 bps Variable Warehouse line due October 11, 2018 300,000 — 174,102 130 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 18,240 120 bps Variable $ 950,000 $ 325,000 $ 360,440 |
Long-Term Debt and Long-Term 54
Long-Term Debt and Long-Term Debt Payable to Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Long-Term Debt Payable to Related Parties | Long-term debt and long-term debt payable to related parties consisted of the following (in thousands): June 30, 2018 December 31, 2017 Converted Term Loan $ 247,150 $ 400,000 Term Loan — 270,710 Long-term debt 247,150 670,710 2019 Promissory Note 300,000 300,000 2042 Promissory Note (1) 112,500 112,500 Total long-term debt $ 659,650 $ 1,083,210 (1) (see Note 30 – Subsequent Events). |
Carrying Amounts and Estimated Fair Values of 2019 and 2042 Promissory Notes | As of June 30, 2018 and December 31, 2017, the carrying amounts and estimated fair values of the 2019 and 2042 Promissory Notes were as follows (in thousands): June 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 2019 Promissory Note $ 300,000 $ 307,290 $ 300,000 $ 313,125 2042 Promissory Note 112,500 115,695 112,500 116,550 $ 412,500 $ 422,985 $ 412,500 $ 429,675 |
Financial Guarantee Liability (
Financial Guarantee Liability (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Guarantees [Abstract] | |
Summary of Changes on Estimated Liability Under Guarantee Liability | At June 30, 2018 and the year ended December 31, 2017, changes on the estimated liability under the guarantee liability were as follows: Financial guarantee liability (in thousands) Balance at December 31, 2016 $ (413 ) Reversal of provision 359 Balance at December 31, 2017 $ (54 ) Reversal of provision 7 Balance at June 30, 2018 $ (47 ) |
Summary of Provisions for Risk Sharing | The provisions for risk sharing are included in “Operating, administrative and other” in Newmark’s unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Increase (decrease) to financial guarantee liability $ (14 ) $ (208 ) $ (7 ) $ (213 ) Decrease (increase) to credit enhancement asset — 140 10 144 Increase (decrease) to contingent liability 1 6 1 6 Total expense $ (13 ) $ (62 ) $ 4 $ (63 ) |
Fair Value of Financial Asset56
Fair Value of Financial Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Hierarchy of Financial Assets and Liabilities under U.S. GAAP Guidance | The following table sets forth by level within the fair value hierarchy financial assets and liabilities accounted for at fair value under U.S. GAAP guidance at June 30, 2018 and December 31, 2017 (in thousands): As of June 30, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 9,127 $ — $ — $ 9,127 RBC Forward 19,085 19,085 Loans held for sale, at fair value — 547,968 — 547,968 Rate lock commitments — — 14,448 14,448 Forwards — — 16,442 16,442 Total assets $ 9,127 $ 567,053 $ 30,890 $ 607,070 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 21,574 $ 21,574 Rate lock commitments — — 13,945 13,945 Forwards — — 641 641 Total Liabilities $ — $ — $ 36,160 $ 36,160 As of December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 57,623 $ — $ — $ 57,623 Loans held for sale, at fair value — 362,635 — 362,635 Rate lock commitments — — 2,923 2,923 Forwards — — 3,753 3,753 Total assets $ 57,623 $ 362,635 $ 6,676 $ 426,934 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 23,711 $ 23,711 Rate lock commitments — — 2,390 2,390 Forwards — — 657 657 Total Liabilities $ — $ — $ 26,758 $ 26,758 |
Changes in Level 3 Rate Lock Commitments, Forwards and Contingent Consideration Measured at Fair Value on Recurring Basis | Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the three June 30, 2018 were as follows (in thousands): Opening Balance April 1, 2018 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2018 Unrealized (gains) losses outstanding as of June 30, 2018 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 23,087 $ 295 $ 689 $ (2,497 ) $ 21,574 $ 295 Rate lock commitments and forwards, net 7,036 16,304 — (7,036 ) 16,304 16,304 $ 30,123 $ 16,599 $ 689 $ (9,533 ) $ 37,878 $ 16,599 Opening Balance as of April 1, 2017 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2017 Unrealized (gains) losses outstanding as of June 30, 2017 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 28,998 $ 1,543 $ — $ (355 ) $ 30,186 $ 1,543 Rate lock commitments and forwards, net 2,462 10,566 — (2,462 ) 10,566 10,566 $ 31,460 $ 12,109 $ — $ (2,817 ) $ 40,752 $ 12,109 Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the six months ended June 30, 2018 were as follows (in thousands): Opening Balance January 1, 2018 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2018 Unrealized (gains) losses outstanding as of June 30, 2018 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 23,711 $ 429 $ 689 $ (3,255 ) $ 21,574 $ 429 Rate lock commitments and forwards, net 3,629 16,304 — (3,629 ) 16,304 16,304 $ 27,340 $ 16,733 $ 689 $ (6,884 ) $ 37,878 $ 16,733 Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the six months ended June 30, 2017 were as follows (in thousands): Opening Balance as of January 1, 2017 Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance as of June 30, 2017 Unrealized (gains) losses outstanding as of June 30, 2017 Accounts payable, accrued expenses and other liabilities—contingent consideration $ 38,713 $ 1,981 $ — $ (10,508 ) $ 30,186 $ 1,981 Rate lock commitments and forwards, net 10,254 10,566 — (10,254 ) 10,566 10,566 $ 48,967 $ 12,547 $ — $ (20,762 ) $ 40,752 $ 12,547 (1) Realized losses are reported in “Other income (loss)” in Newmark’s unaudited condensed consolidated statements of operations. |
Quantitative Information about Level 3 Fair Value Measurements | The following tables present quantitative information about the significant unobservable inputs utilized by Newmark in the fair value measurement of Level 3 assets and liabilities measured at fair value on a recurring basis: June 30, 2018 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 21,574 Discount rate—6.8% weighted average rate (1) Derivative assets and liabilities: Financial forecast information Forward sale contracts $ 14,448 $ 13,945 Counterparty credit risk Rate lock commitments $ 16,442 $ 641 Counterparty credit risk December 31, 2017 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 23,711 Discount rate—6.43% weighted average rate ( 1 ) Derivative assets and liabilities: Financial forecast information Forward sale contracts $ 3,753 $ 657 Counterparty credit risk Rate lock commitments $ 2,923 $ 2,390 Counterparty credit risk ( 1 ) Newmark’s estimate of contingent consideration as of June 30, 2018 and December 31, 2017 was based on the acquired business’ projected future financial performance, including revenues. |
Accounts Payable, Accrued Exp57
Accounts Payable, Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Payable Accrued Expenses And Other Liabilities Current And Noncurrent [Abstract] | |
Components of Current Portion of Accounts Payable, Accrued Expenses and Other Liabilities | The current portion of accounts payable, accrued expenses and other liabilities consisted of the following: June 30, December 31, 2018 2017 Accounts payable and accrued expenses $ 97,571 $ 79,376 Payroll taxes payable 24,041 12,673 Outside broker payable 43,308 23,361 Contingent consideration 4,742 6,504 Derivative liability 14,586 3,047 $ 184,248 $ 124,961 |
Components of Other long-term Liabilities | Other long-term liabilities consisted of the following: June 30, December 31, 2018 2017 Deferred rent $ 41,974 $ 41,875 Payroll taxes payable 52,381 48,248 Accrued compensation 32,845 31,411 Credit enhancement deposit 25,000 25,000 Contingent consideration 16,832 17,207 Financial guarantee liability 47 54 $ 169,079 $ 163,795 |
Compensation (Tables)
Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Summary of Activity of Number of Share Equivalent Limited Partnership Units and Post IPO Grants | A summary of the activity of the number of share-equivalent limited partnership units and post IPO grants of Newmark LPU’s held by Newmark employees in Newmark Holdings is as follows: Number of Units Balance at December 31, 2017 29,413,143 Granted 11,309,504 Redeemed/exchanged units (990,530 ) Forfeited units (43,730 ) Balance at June 30, 2018 39,688,387 |
Activity Associated with Restricted Stock Units | A summary of the activity associated with RSU’s in Newmark is as follows: Restricted Stock Units Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (Years) Balance at December 31, 2017 — $ — — Granted units 211,537 13.92 — Balance at June 30, 2018 211,537 $ 13.92 2.61 |
BGC Holdings, L.P. [Member] | |
Activity Associated with Limited Partnership Units | A summary of the activity associated with limited partnership units held by Newmark employees in BGC Holdings is as follows: Number of Units Balance at December 31, 2017 64,708,915 Granted 1,475,928 Redeemed/exchanged units (1,973,880 ) Forfeited units (93,610 ) Balance at June 30, 2018 64,117,353 |
Organization and Basis of Pre59
Organization and Basis of Presentation - Additional Information (Detail) - USD ($) | Mar. 19, 2018 | Mar. 07, 2018 | Dec. 31, 2017 | Dec. 26, 2017 | Dec. 15, 2017 | Nov. 22, 2017 | Sep. 08, 2017 | Nov. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 18, 2018 | Jan. 01, 2018 | Dec. 09, 2014 | Jun. 26, 2012 |
Description Of Business [Line Items] | |||||||||||||||
Total consideration transferred | $ 55,600,000 | ||||||||||||||
Equity method investments | $ 101,562,000 | $ 103,563,000 | $ 103,563,000 | 101,562,000 | |||||||||||
Fully diluted weighted-average shares of common stock outstanding | 155,938,000 | 252,804,000 | |||||||||||||
Amount pledged for benefit of Fannie Mae in excess of minimum required balance | $ 258,677,000 | $ 258,677,000 | |||||||||||||
Long-term debt | 670,710,000 | 247,150,000 | 247,150,000 | 670,710,000 | |||||||||||
Proceeds from issuance of exchangeable preferred limited partnership units, net of transaction costs | 152,886,000 | ||||||||||||||
Assets | 2,273,007,000 | 2,837,139,000 | 2,837,139,000 | 2,273,007,000 | |||||||||||
Liabilities | 2,029,593,000 | 2,058,860,000 | 2,058,860,000 | 2,029,593,000 | |||||||||||
Retained earnings | 199,492,000 | 224,906,000 | 224,906,000 | 199,492,000 | |||||||||||
Noncontrolling interests | (38,092,000) | 470,648,000 | $ 470,648,000 | (38,092,000) | |||||||||||
ASU No. 2014-09 [Member] | Impact of ASC 606 [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Assets | $ 64,400,000 | ||||||||||||||
Liabilities | 45,600,000 | ||||||||||||||
Retained earnings | 16,500,000 | ||||||||||||||
Noncontrolling interests | $ 2,300,000 | ||||||||||||||
NASDAQ [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Shares received from transaction | 242,247 | 650,000 | |||||||||||||
Purchase consideration paid in cash | $ 750,000,000 | ||||||||||||||
Period for expected payment under Common stock transaction | 15 years | ||||||||||||||
NASDAQ [Member] | Maximum [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Expected payment of shares under common stock transaction | 14,900,000 | ||||||||||||||
NASDAQ [Member] | Minimum [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Gross revenue on expected payment per year under common stock transaction. | $ 25,000,000 | ||||||||||||||
RBC [Member] | NASDAQ [Member] | Forward Contracts [Member] | Maximum [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Shares received from transaction | 992,247 | ||||||||||||||
Newmark OpCo [Member] | RBC [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Exchangeable preferred limited partnership units issued | $ 175,000,000 | ||||||||||||||
Proceeds from issuance of exchangeable preferred limited partnership units, net of transaction costs | 152,900,000 | ||||||||||||||
Converted Term Loan [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Maximum revolving credit | $ 400,000,000 | ||||||||||||||
Repayments of convertible debt | 152,900,000 | $ 152,900,000 | |||||||||||||
Long-term debt | $ 400,000,000 | $ 247,150,000 | 247,150,000 | $ 400,000,000 | |||||||||||
Interest rate | 0.50% | ||||||||||||||
Term Loan Credit Agreement [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Principal amount of notes | $ 575,000,000 | ||||||||||||||
Net proceeds from the IPO to partially repay the term loan | 304,300,000 | ||||||||||||||
Repayments of debt | $ 270,700,000 | ||||||||||||||
8.125% Senior Notes [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Principal amount of notes | $ 112,500,000 | ||||||||||||||
Stated interest rate | 8.125% | 8.125% | |||||||||||||
Debt maturity year | 2,042 | ||||||||||||||
5.375% Senior Notes [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Principal amount of notes | $ 300,000,000 | ||||||||||||||
Stated interest rate | 5.375% | 5.375% | |||||||||||||
Debt maturity year | 2,019 | ||||||||||||||
Intercompany Credit Agreement [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Line of credit facility, outstanding amount | $ 270,000,000 | $ 270,000,000 | |||||||||||||
Stated interest rate | 5.31% | 5.31% | |||||||||||||
Interest rate | 1.00% | ||||||||||||||
Intercompany Credit Agreement [Member] | Interest (Expense) Income, Net [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Interest expense | $ 2,700,000 | $ 3,600,000 | |||||||||||||
Class A Common Stock [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Stock issued during period, shares, new issues | 23,000,000 | ||||||||||||||
Common stock, shares outstanding | 138,594,000 | 138,922,000 | 138,922,000 | 138,594,000 | |||||||||||
IPO [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Noncontrolling interest, ownership percentage | 9.80% | ||||||||||||||
Fully diluted weighted-average shares of common stock outstanding | 234,200,000 | ||||||||||||||
IPO [Member] | Class A Common Stock [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Stock issued during period, shares, new issues | 20,000,000 | ||||||||||||||
Closing price per share | $ 14 | ||||||||||||||
Options to purchase additional shares of common stock period | 30 days | ||||||||||||||
Option to purchase additional shares | 3,000,000 | ||||||||||||||
Proceeds from Newmark initial public offering, net of underwriting discounts and commissions | $ 295,400,000 | ||||||||||||||
Noncontrolling interest, ownership percentage | 16.60% | ||||||||||||||
Common stock, shares outstanding | 138,600,000 | ||||||||||||||
Newmark Units [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Expected repayment of long-term debt owed | $ 659,700,000 | $ 659,700,000 | |||||||||||||
Newmark Units [Member] | Intercompany Credit Agreement [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Line of credit facility, outstanding amount | $ 270,000,000 | $ 270,000,000 | |||||||||||||
Newmark Units [Member] | BGC Partners LP and its Operating Subsidiaries [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Closing price per share | $ 14.57 | ||||||||||||||
Purchase of units | 16,600,000 | ||||||||||||||
Purchase value of units | $ 242,000,000 | ||||||||||||||
BPF [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Business acquisition date | Sep. 8, 2017 | ||||||||||||||
Ownership percentage acquired | 100.00% | ||||||||||||||
Total consideration transferred | $ 875,000,000 | ||||||||||||||
Business acquisition price paid in units | 3,200,000 | ||||||||||||||
Business acquisition post closing adjustments | $ 508,600,000 | ||||||||||||||
Number of trading days prior to closing | 3 days | ||||||||||||||
BPF [Member] | Partnership Units [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Business acquisition price paid (Partnership Units) | 247,099 | ||||||||||||||
CF Real Estate Finance Holdings, L.P. [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Equity method investments | $ 100,000,000 | ||||||||||||||
Revolver Amendment [Member] | |||||||||||||||
Description Of Business [Line Items] | |||||||||||||||
Line of credit facility, outstanding amount | 400,000,000 | ||||||||||||||
Maximum revolving credit | $ 400,000,000 |
Organization and Basis of Pre60
Organization and Basis of Presentation - Summary of Acquisition Impact in Unaudited Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Income before income taxes and noncontrolling interests | $ 15,116 | $ 56,579 | $ 54,536 | $ 93,571 | |
Consolidated net income | 4,294 | 55,157 | 36,781 | 92,164 | $ 145,096 |
Net income attributable to noncontrolling interests | 3,555 | 12 | 16,045 | 308 | |
Net income available to common stockholders | $ 739 | 55,145 | $ 20,736 | 91,856 | |
As Previously Reported [Member] | |||||
Income before income taxes and noncontrolling interests | 7,799 | 15,745 | |||
Consolidated net income | 6,382 | 14,362 | |||
Net income attributable to noncontrolling interests | 12 | 308 | |||
Net income available to common stockholders | 6,370 | 14,054 | |||
Retrospective Adjustments [Member] | |||||
Income before income taxes and noncontrolling interests | 48,780 | 77,826 | |||
Consolidated net income | 48,775 | 77,802 | |||
Net income available to common stockholders | $ 48,775 | $ 77,802 |
Limited Partnership Interests -
Limited Partnership Interests - Additional Information (Detail) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2018USD ($)Partnershipshares | Dec. 31, 2018 | |
Noncontrolling Interest [Abstract] | ||||||
Payout period for post-termination awards | Four equal yearly installments | |||||
Percentage to preferred units | 0.6875% | 0.6875% | ||||
CF Group Management, Inc. [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Number of shares, right to exchange from Class A to Class A or Class B common stock | 34.6 | |||||
Cantor Rights to Purchase Exchangeable Units [Member] | Maximum [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Number of shares, right to exchange from Class A to Class A or Class B common stock | 34.6 | |||||
Scenario, Forecast [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Percentage to preferred units | 0.6875% | 0.6875% | 2.75% | |||
BGC Partners, Inc. [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Number of operating partnerships | Partnership | 2 | |||||
BGC Holdings Limited Partnership [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Limited partnership interest initial contribution ratio | 45.45% | |||||
Limited partnership interest distribution ratio | 46.47% | 46.47% | ||||
Newmark OpCo [Member] | RBC [Member] | ||||||
Noncontrolling Interest [Abstract] | ||||||
Exchangeable preferred limited partnership units | $ | $ 175 |
Summary of Significant Accoun62
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($)Segment | |
Accounting Policies [Abstract] | ||
Net realized and unrealized gains (losses) related to Marketable securities and Investments carried under measurement alternative | $ | $ 0.5 | $ 2.9 |
Number of operating segment | Segment | 1 |
Summary of Significant Accoun63
Summary of Significant Accounting Policies - Schedule of Recognized Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 466,619 | $ 405,071 | $ 897,079 | $ 737,653 |
Leasing and Other Commissions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 178,142 | 144,681 | 337,513 | 272,249 |
Capital Markets [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 101,691 | 95,167 | 203,055 | 172,557 |
Gains From Mortgage Banking Activities Origination Net [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 41,877 | 73,546 | 80,791 | 118,808 |
Management Services, Servicing Fees and Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 144,909 | $ 91,677 | $ 275,720 | $ 174,039 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | Sep. 08, 2017USD ($) | Sep. 07, 2017Office | Jul. 26, 2017 | Apr. 30, 2018 | Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||
Total consideration transferred | $ 55,600 | |||||||
Business acquisition, contingent cash consideration | $ 16,832 | $ 16,832 | 17,207 | |||||
Additional goodwill recognized | 481,714 | 481,714 | 477,532 | $ 412,846 | ||||
Business acquisition, amount deductible for tax | 45,400 | |||||||
Business acquisition, aggregate revenue contribution | 1,000 | 1,000 | $ 13,100 | |||||
Cantor [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Noncontrolling interest, ownership percentage | 25.00% | |||||||
BGC's Holding Partnership Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition price paid (Partnership Units) | shares | 477,169 | |||||||
Business acquisition, contingent non cash consideration, fair value | $ 5,000 | |||||||
Business acquisition, contingent cash consideration | 1,300 | |||||||
Additional goodwill recognized | 64,300 | |||||||
Boston and Pittsburg Acquisitions [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Apr. 30, 2018 | |||||||
Number of offices acquired | 2 | |||||||
Total consideration transferred | 7,600 | |||||||
Business acquisition, contingent cash consideration | 700 | 700 | ||||||
Additional goodwill recognized | 6,626 | 6,626 | 64,291 | |||||
Business acquisition, amount deductible for tax | 4,000 | $ 4,000 | ||||||
Boston and Pittsburg Acquisitions [Member] | Newmark Holdings, L.P. [Member] | Limited Partnership Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition price paid (Partnership Units) | shares | 82,131 | |||||||
Business acquisition, contingent non cash consideration, fair value | $ 1,200 | $ 1,200 | ||||||
BPF [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Sep. 8, 2017 | |||||||
Total consideration transferred | $ 875,000 | |||||||
Ownership percentage acquired | 100.00% | |||||||
Business acquisition, deferred tax asset | $ 108,600 | |||||||
Commercial Real Estate Consulting Firm [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Jul. 26, 2017 | |||||||
Ownership percentage acquired | 50.00% | |||||||
Integra Realty Resources [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition date | Sep. 7, 2017 | |||||||
Number of offices acquired | Office | 6 |
Acquisitions - Summary of Compo
Acquisitions - Summary of Components of Purchase Consideration Transferred and Preliminary Allocation of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | |||
Goodwill | $ 481,714 | $ 477,532 | $ 412,846 |
Boston and Pittsburg Acquisitions [Member] | |||
Assets | |||
Goodwill | 6,626 | 64,291 | |
Other intangible assets, net | 546 | 3,188 | |
Other assets | 543 | 9,234 | |
Total Assets | 7,715 | 80,616 | |
Cash and cash equivalents | 3,903 | ||
Current liabilities | |||
Current portion of accounts payable, accrued expenses and other liabilities | 119 | 7,119 | |
Total Liabilities | 119 | 7,119 | |
Net assets acquired | $ 7,596 | ||
Noncontrolling interest | 19,145 | ||
Net assets acquired | $ 54,352 |
Earnings Per Share and Weight66
Earnings Per Share and Weighted-Average Shares Outstanding - Calculation of Basic Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Basic earnings per share | |||||
Net income available to common stockholders | [1] | $ 546 | $ 55,145 | $ 20,542 | $ 91,856 |
Basic weighted-average shares of common stock outstanding | 155,157 | 155,447 | |||
Basic earnings per share | $ 0 | $ 0.13 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $0.2 million for the three and six months ended June 30, 2018. |
Earnings Per Share and Weight67
Earnings Per Share and Weighted-Average Shares Outstanding - Calculation of Basic Earnings Per Share (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
ASC 260 [Member] | ||
Earnings Per Share Basic [Line Items] | ||
Reduction for dividends on preferred stock or units | $ 0.2 | $ 0.2 |
Earnings Per Share and Weight68
Earnings Per Share and Weighted-Average Shares Outstanding - Calculation of Fully Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Fully diluted earnings per share | |||||
Net income available to common stockholders | [1] | $ 546 | $ 55,145 | $ 20,542 | $ 91,856 |
Allocations of net income to limited partnership interests in BGC Holdings and Newmark Holdings, net of tax | 12,020 | ||||
Net income for fully diluted shares | $ 546 | $ 32,562 | |||
Weighted-average shares: | |||||
Basic weighted-average shares of common stock outstanding | 155,157 | 155,447 | |||
Partnership units | 96,505 | ||||
Other | 781 | 852 | |||
Fully diluted weighted-average shares of common stock outstanding | 155,938 | 252,804 | |||
Fully diluted earnings per share | $ 0 | $ 0.13 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $0.2 million for the three and six months ended June 30, 2018. |
Earnings Per Share and Weight69
Earnings Per Share and Weighted-Average Shares Outstanding - Additional Information (Detail) | 3 Months Ended |
Jun. 30, 2018shares | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from computation of fully diluted earnings per share amount | 102,800 |
Newmark Holdings, L.P. [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Limited Partnership Interest | 16,600,000 |
Newmark OpCo [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Limited Partnership Interest | 4,800,000 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) | Jun. 28, 2013 | Nov. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Equity [Line Items] | |||||
Gross proceeds from sale of marketable securities | $ 51,400,000 | ||||
Gain (loss) on marketable securities | 1,494,000 | ||||
Marketable securities, unrealized gain (loss) on mark to market securities | 1,444,000 | ||||
Marketable securities | $ 9,127,000 | 9,127,000 | $ 57,623,000 | ||
Other Income (Loss) [Member] | |||||
Equity [Line Items] | |||||
Marketable securities, unrealized gain (loss) on mark to market securities | $ 600,000 | $ 1,400,000 | |||
NASDAQ [Member] | |||||
Equity [Line Items] | |||||
Period for earn-out receivable under common stock transaction | 10 years | ||||
Earn-out shares received under common stock transaction | 992,247 | ||||
Number of shares sold in transaction | 242,247 | 650,000 | |||
Remaining number of earn-out shares received under common stock transaction | 100,000 | 100,000 | |||
NASDAQ [Member] | BGC Partners, Inc. [Member] | |||||
Equity [Line Items] | |||||
Period for earn-out receivable under common stock transaction | 15 years | ||||
Maximum [Member] | NASDAQ [Member] | |||||
Equity [Line Items] | |||||
Remaining earn-out receivable under common stock transaction | 9,922,470 | ||||
Maximum [Member] | NASDAQ [Member] | BGC Partners, Inc. [Member] | |||||
Equity [Line Items] | |||||
Earn-out shares receivable under common stock transaction | 14,883,705 | ||||
Minimum [Member] | NASDAQ [Member] | |||||
Equity [Line Items] | |||||
Gross revenue on earn-out receivable per year under common stock transaction | $ 25,000,000 | ||||
Minimum [Member] | NASDAQ [Member] | BGC Partners, Inc. [Member] | |||||
Equity [Line Items] | |||||
Gross revenue on earn-out receivable per year under common stock transaction | $ 25,000,000 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Investment [Line Items] | |||||
Equity Income | $ 5,019,000 | ||||
Equity method investments | $ 103,563,000 | 103,563,000 | $ 101,562,000 | ||
Cost method investments | 28,686,000 | 28,686,000 | 6,005,000 | ||
Investments Carried Under Measurements Alternatives [Member] | |||||
Investment [Line Items] | |||||
Gain or loss relating to cost method investments | $ 0 | $ 0 | |||
Gains or losses relating to investments | 0 | 0 | |||
Impairments relating to investments | 0 | 0 | |||
Other Assets [Member] | Investments Carried Under Measurements Alternatives [Member] | |||||
Investment [Line Items] | |||||
Equity method investments | $ 28,700,000 | $ 28,700,000 | |||
Cost method investments | 6,000,000 | ||||
Real Estate LP [Member] | |||||
Investment [Line Items] | |||||
Equity method investment ownership percentage | 27.00% | 27.00% | |||
Real Estate LP [Member] | Other Assets [Member] | |||||
Investment [Line Items] | |||||
Equity method investments | $ 103,600,000 | $ 103,600,000 | $ 101,600,000 | ||
Real Estate LP [Member] | Other Income (Loss) [Member] | |||||
Investment [Line Items] | |||||
Equity Income | $ 1,800,000 | $ 5,000,000 |
Capital and Liquidity Require72
Capital and Liquidity Requirements - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Compliance With Regulatory Capital Requirements Under Banking Regulations [Line Items] | ||
Percentage of Freddie Mac's liquidity requirement of outstanding principal of TAH loans serviced | 8.00% | 8.00% |
Other Assets [Member] | ||
Compliance With Regulatory Capital Requirements Under Banking Regulations [Line Items] | ||
Outstanding borrower advances | $ 0.2 | $ 0.1 |
Seller/Servicer Agreements [Member] | ||
Compliance With Regulatory Capital Requirements Under Banking Regulations [Line Items] | ||
Amount of capital in excess of aggregate regulatory requirements | $ 456.8 |
Loans Held for Sale, at Fair 73
Loans Held for Sale, at Fair Value - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Accounts Notes And Loans Receivable [Line Items] | |||||
Maximum number of days loans held for sale are typically sold | 45 days | ||||
Loans held for sale in nonaccrual status | $ 0 | $ 0 | $ 0 | ||
Management Services, Servicing Fees and Other [Member] | |||||
Accounts Notes And Loans Receivable [Line Items] | |||||
Interest income on Loans held for sale | 5,000,000 | $ 12,700,000 | 9,700,000 | $ 19,200,000 | |
Gains (Loss) from Mortgage Banking Activities, Net [Member] | |||||
Accounts Notes And Loans Receivable [Line Items] | |||||
Gains (loss) recognized on change in fair value on loans held for sale | (7,800,000) | $ (2,200,000) | 7,300,000 | $ (100,000) | |
Greater Than 90 Days Past Due [Member] | |||||
Accounts Notes And Loans Receivable [Line Items] | |||||
Loans held for sale past due | $ 0 | $ 0 | $ 0 |
Loans Held for Sale, at Fair 74
Loans Held for Sale, at Fair Value - Summary of Loans Held for Sale at Cost Basis and Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts Notes And Loans Receivable [Line Items] | ||
Cost Basis | $ 540,680 | $ 360,440 |
Loans held for sale | 547,968 | 362,635 |
Fair Value | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Loans held for sale | $ 547,968 | $ 362,635 |
Derivatives - Fair Value of Der
Derivatives - Fair Value of Derivative Contracts (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contract, Assets | $ 49,975 | $ 6,676 | |
Derivative contract, Liabilities | 14,586 | 3,047 | |
Forwards [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contract, Assets | [1] | 35,527 | 3,753 |
Derivative contract, Liabilities | [1] | 641 | 657 |
Derivative contract, Notional Amounts | [1],[2] | 1,686,934 | 541,359 |
Rate Lock Commitments [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contract, Assets | 14,448 | 2,923 | |
Derivative contract, Liabilities | 13,945 | 2,390 | |
Derivative contract, Notional Amounts | [2] | $ 959,295 | $ 180,918 |
[1] | Included in Forwards is $19.1 million of the RBC Forward (see Note 1 – Organization and Basis of Presentation) which is net of $2.8 million unrealized loss for a change in the fair value of the RBC Forward. | ||
[2] | Notional amounts represent the sum of gross long and short derivative contracts, an indication of the volume of Newmark’s derivative activity, and does not represent anticipated losses. |
Derivatives - Fair Value of D76
Derivatives - Fair Value of Derivative Contracts (Parenthetical) (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contracts assets | $ 49,975 | $ 6,676 | |
Unrealized loss for a change in the fair value of derivative asset | (2,808) | ||
Forward Contracts [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contracts assets | [1] | 35,527 | $ 3,753 |
Forward Contracts [Member] | RBC [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative contracts assets | 19,100 | ||
Unrealized loss for a change in the fair value of derivative asset | $ 2,800 | ||
[1] | Included in Forwards is $19.1 million of the RBC Forward (see Note 1 – Organization and Basis of Presentation) which is net of $2.8 million unrealized loss for a change in the fair value of the RBC Forward. |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||||
Change in fair value of rate lock commitments, net | $ 0.8 | $ 1 | $ 3.3 | $ 1.8 |
Derivatives - Summary of Gains
Derivatives - Summary of Gains Losses on Derivative Contracts Included in Condensed Consolidated Statements of Operations (Detail) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative Instruments Gain Loss [Line Items] | ||||
Gain (loss) recognized in income for derivatives | $ 12,077 | $ 7,924 | $ 19,112 | $ 10,566 |
Forward Sale Contracts [Member] | Other Income (Loss) [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain (loss) recognized in income for derivatives | 2,808 | 2,808 | ||
Forward Sale Contracts [Member] | Deliver Loans to Third-party Investors [Member] | Gains from Mortgage Banking Activities/Orginations, Net [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain (loss) recognized in income for derivatives | 8,536 | 7,815 | 15,802 | 11,132 |
Interest Rate Contract [Member] | Rate Lock Commitments [Member] | Gains from Mortgage Banking Activities/Orginations, Net [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain (loss) recognized in income for derivatives | 1,515 | 1,101 | 3,784 | 1,233 |
Interest Rate Contract [Member] | Rate Lock Commitments [Member] | Compensation and Employee Benefits [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Gain (loss) recognized in income for derivatives | $ (782) | $ (992) | $ (3,282) | $ (1,799) |
Credit Enhancement Receivable79
Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Credit enhancement agreement date | Mar. 9, 2012 | ||||
Maximum pre-credit enhancement loss exposure | $ 5,400,000,000 | ||||
Restricted Cash And Offsetting Liability [Member] | |||||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Deposit in Fannie Mae restricted liquidity account | $ 25,000,000 | 25,000,000 | |||
Credit Risk [Member] | |||||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Credit risk loans | 19,200,000,000 | 19,200,000,000 | $ 18,800,000,000 | ||
Maximum pre-credit enhancement loss exposure | 5,300,000,000 | ||||
DB Cayman [Member] | |||||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Reimbursements under serving agreement | 0 | $ 0 | 0 | $ 0 | |
Credit risk loans | $ 343,200,000 | 343,200,000 | 4,200,000,000 | ||
Maximum pre-credit enhancement loss exposure | 103,700,000 | 1,200,000,000 | |||
Maximum loss exposure without any form of credit protection | $ 5,300,000,000 | 4,100,000,000 | |||
Security deposit return date | Mar. 9, 2021 | ||||
Percentage of contingent payment | 50.00% | 50.00% | |||
Contingent payment due date | Mar. 9, 2021 | ||||
Contingent payments description | Newmark is required to pay DB Cayman, on March 9, 2021, an amount equal to 50% of the positive difference, if any, between (a) $25 million, and (b) Newmark’s unreimbursed loss-sharing payments from March 9, 2012 through March 9, 2021 on Newmark’s servicing portfolio as of March 9, 2012. | ||||
Contingent liability | $ 10,800,000 | $ 10,800,000 | 10,700,000 | ||
DB Cayman [Member] | Other Assets [Member] | |||||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Credit enhancement receivable | 0 | 0 | $ 10,000 | ||
DB Entities [Member] | |||||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | |||||
Deposit in Fannie Mae restricted liquidity account | $ 25,000,000 | $ 25,000,000 |
Revenues from Contracts with 80
Revenues from Contracts with Customers - Schedule of Revenues from Contracts with Customers and Our Other Sources of Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||
Revenues from contracts with customers | $ 387,061 | $ 744,728 |
Other sources of revenue | 466,619 | 897,079 |
Leasing and Other Commissions [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues from contracts with customers | 178,142 | 337,513 |
Capital Markets [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues from contracts with customers | 101,691 | 203,055 |
Management Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues from contracts with customers | 107,228 | 204,160 |
Gains From Mortgage Banking Activities Originations Net [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Other sources of revenue | 41,877 | 80,791 |
Servicing Fees And Other [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Other sources of revenue | $ 37,681 | $ 71,560 |
Revenues from Contracts with 81
Revenues from Contracts with Customers - Summary of Impact to Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net | $ 317,663 | $ 210,471 |
Accrued compensation | 228,788 | 205,395 |
Current portion of accounts payable, accrued expenses and other liabilities | 184,248 | $ 124,961 |
ASC 606 [Member] | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net | 90,797 | |
Accrued compensation | 42,233 | |
Current portion of accounts payable, accrued expenses and other liabilities | $ 18,861 |
Revenues from Contracts with 82
Revenues from Contracts with Customers - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2018USD ($)Agreement | Jan. 01, 2018USD ($) | |
Revenue From Contract With Customer [Abstract] | ||
Number of performance obligations | Agreement | 1 | |
Deferred revenue | $ 2,800,000 | $ 4,600,000 |
Deferred revenue, revenue recognized | 1,800,000 | |
Capitalized contract costs | $ 0 |
Gains From Mortgage Banking A83
Gains From Mortgage Banking Activities/Originations, Net - Summary of Gains From Mortgage Banking Activities/Originations, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Mortgage Banking [Abstract] | ||||
Loan originations related fees and sales premiums, net | $ 17,181 | $ 30,949 | $ 34,998 | $ 46,901 |
Fair value of expected net future cash flows from servicing recognized at commitment, net | 24,696 | 42,597 | 45,793 | 71,907 |
Gains from mortgage banking activities/originations, net | $ 41,877 | $ 73,546 | $ 80,791 | $ 118,808 |
Mortgage Servicing Rights, Ne84
Mortgage Servicing Rights, Net - Summary of Activity in Mortgage Servicing Rights by Class (Detail) - Mortgage Servicing Rights [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Mortgage Servicing Rights | ||||
Beginning Balance | $ 386,953 | $ 359,189 | $ 399,349 | $ 347,558 |
Additions | 25,342 | 40,459 | 31,731 | 69,265 |
Purchases from an affiliate | 1,099 | 577 | 1,608 | 577 |
Amortization | (20,011) | (18,317) | (39,305) | (35,492) |
Ending Balance | 393,383 | 381,908 | 393,383 | 381,908 |
Valuation Allowance | ||||
Beginning Balance | (5,427) | (4,574) | (6,723) | (7,742) |
Decrease (increase) | 4,084 | (907) | 5,380 | 2,261 |
Ending Balance | (1,343) | (5,481) | (1,343) | (5,481) |
Net balance | $ 392,040 | $ 376,427 | $ 392,040 | $ 376,427 |
Mortgage Servicing Rights, Ne85
Mortgage Servicing Rights, Net - Schedule of Servicing Fees and Escrow Interest (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Transfers And Servicing [Abstract] | ||||
Servicing fees | $ 26,092 | $ 23,734 | $ 51,224 | $ 45,784 |
Escrow interest and placement fees | 3,867 | 2,021 | 6,834 | 3,480 |
Ancillary fees | 2,374 | 1,085 | 3,201 | 2,408 |
Total servicing fees and escrow interest | $ 32,333 | $ 26,840 | $ 61,259 | $ 51,672 |
Mortgage Servicing Rights, Ne86
Mortgage Servicing Rights, Net - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Mortgage Servicing Rights [Line Items] | |||||
Primary servicing portfolio | $ 55,600 | $ 55,600 | $ 54,200 | ||
Special servicing portfolio | $ 3,400 | $ 3,400 | $ 3,800 | ||
Minimum [Member] | |||||
Mortgage Servicing Rights [Line Items] | |||||
Discount rate | 3.00% | 3.00% | 3.00% | 3.00% | |
Maximum [Member] | |||||
Mortgage Servicing Rights [Line Items] | |||||
Discount rate | 13.50% | 13.50% | 13.50% | 13.50% | |
Discount Rate One [Member] | |||||
Mortgage Servicing Rights [Line Items] | |||||
Increase in discount rate | 1.00% | 1.00% | 1.00% | ||
Decrease in fair value of servicing rights | $ (12.2) | $ (11.8) | |||
Discount Rate Two [Member] | |||||
Mortgage Servicing Rights [Line Items] | |||||
Increase in discount rate | 2.00% | 2.00% | 2.00% | ||
Decrease in fair value of servicing rights | $ (23.8) | $ (23) | |||
Mortgage Servicing Rights [Member] | |||||
Mortgage Servicing Rights [Line Items] | |||||
Estimated fair value of MSRs | $ 435.1 | $ 435.1 | $ 418.1 |
Goodwill and Other Intangible87
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Balance at December 31, 2016 | $ 477,532 | $ 412,846 |
Acquisitions | 6,626 | 64,291 |
Measurement period adjustments | (2,444) | 395 |
Balance at December 31, 2017 | $ 481,714 | $ 477,532 |
Goodwill and Other Intangible88
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||
Additional goodwill recognized | $ 6,626,000 | $ 64,291,000 | ||||
Measurement period adjustments | (2,444,000) | $ 395,000 | ||||
Impairment of goodwill | $ 0 | |||||
Intangible amortization expense | $ 1,300,000 | $ 1,500,000 | $ 2,800,000 | $ 2,800,000 |
Goodwill and Other Intangible89
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Components of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Below market leases, Gross Amount | $ 15 | |
Definite life, Accumulated Amortization | $ (12,708) | (9,934) |
Below market leases, Accumulated Amortization | (13) | |
Below market leases. Net Carrying Amount | $ 2 | |
Definite life, Weighted- Average Remaining Life (Years) | 4 years 6 months | 5 years |
Gross Amount | $ 39,385 | $ 34,855 |
Net Carrying Amount | 26,677 | 24,921 |
Trademark and Trade Names [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Gross Amount | 7,061 | 7,061 |
Definite life, Accumulated Amortization | (6,306) | (6,030) |
Definite life, Net Carrying Amount | $ 755 | $ 1,031 |
Definite life, Weighted- Average Remaining Life (Years) | 1 month 6 days | 2 months 12 days |
Non-contractual Customers [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Gross Amount | $ 10,863 | $ 7,950 |
Definite life, Accumulated Amortization | (2,887) | (1,495) |
Definite life, Net Carrying Amount | $ 7,976 | $ 6,455 |
Definite life, Weighted- Average Remaining Life (Years) | 2 years 3 months 18 days | 2 years 6 months |
License Agreements (GSE) [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Gross Amount | $ 4,981 | $ 4,981 |
Definite life, Accumulated Amortization | (1,797) | (1,298) |
Definite life, Net Carrying Amount | $ 3,184 | $ 3,683 |
Definite life, Weighted- Average Remaining Life (Years) | 7 months 6 days | 10 months 24 days |
Non-compete Agreements [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Gross Amount | $ 5,238 | $ 3,606 |
Definite life, Accumulated Amortization | (993) | (496) |
Definite life, Net Carrying Amount | $ 4,245 | $ 3,110 |
Definite life, Weighted- Average Remaining Life (Years) | 1 year 4 months 24 days | 1 year 2 months 12 days |
Contractual Customers [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Gross Amount | $ 1,452 | $ 1,452 |
Definite life, Accumulated Amortization | (725) | (602) |
Definite life, Net Carrying Amount | $ 727 | $ 850 |
Definite life, Weighted- Average Remaining Life (Years) | 1 month 6 days | 2 months 12 days |
Trademark and Trade Names [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Indefinite life, intangible assets | $ 4,400 | $ 4,400 |
License Agreements (GSE) [Member] | ||
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Indefinite life, intangible assets | $ 5,390 | $ 5,390 |
Goodwill and Other Intangible90
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Estimated Future Amortization Expense of Definite Life Intangible Assets (Detail) $ in Thousands | Jun. 30, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,018 | $ 2,197 |
2,019 | 4,302 |
2,020 | 4,059 |
2,021 | 3,078 |
2022 and thereafter | 3,251 |
Total | $ 16,887 |
Fixed Assets, Net - Components
Fixed Assets, Net - Components of Fixed Assets, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 119,732 | $ 110,586 |
Accumulated depreciation and amortization | (52,046) | (45,764) |
Fixed assets, net | 67,686 | 64,822 |
Leasehold Improvements and Other Fixed Assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 84,341 | 77,313 |
Software, Including Software Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 18,428 | 17,395 |
Computer and Communications Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 16,963 | $ 15,878 |
Fixed Assets, Net - Additional
Fixed Assets, Net - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 3.2 | $ 2.8 | $ 6.4 | $ 5.8 |
Software development costs capitalized | 1 | |||
Operating, Administrative and Other [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization of software development costs | $ 0.2 | $ 0.1 | $ 0.4 | $ 0.2 |
Other Assets - Summary of Other
Other Assets - Summary of Other Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Other Assets [Abstract] | ||
Prepaid expenses | $ 14,606 | $ 12,708 |
Derivative assets | 30,890 | 6,676 |
Rent and other deposits | 1,057 | 1,479 |
Other | 2,185 | 131 |
Total other current assets | $ 48,738 | $ 20,994 |
Other Assets - Summary of Non C
Other Assets - Summary of Non Current Other Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Other Assets [Abstract] | |||
Equity method investments | $ 103,563 | $ 101,562 | |
Deferred tax assets | [1] | 166,885 | 168,594 |
Cost method investments | 28,686 | 6,005 | |
Derivative assets | 19,085 | ||
Other | 4,004 | 2,299 | |
Total other non-current assets | $ 322,223 | $ 278,460 | |
[1] | Deferred tax assets and liabilities are recognized for the future tax consequences attributable to basis differences between the carrying amounts of existing assets and liabilities and their respective tax basis. Accordingly, a deferred tax asset of $108.6 million has been contributed to Newmark for the year ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. |
Other Assets - Summary of Non95
Other Assets - Summary of Non Current Other Assets (Parenthetical) (Detail) $ in Millions | Dec. 31, 2017USD ($) |
BPF [Member] | |
Other Assets [Line Item] | |
Business acquisition, deferred tax asset | $ 108.6 |
Securities Loaned - Additional
Securities Loaned - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Securities loaned | $ 9,127 | $ 57,623 |
CF & Co [Member] | ||
Debt Instrument [Line Items] | ||
Securities loaned | $ 9,100 | 57,600 |
Stated interest rate | 2.40% | |
CF & Co [Member] | Securities Financing Transaction, Fair Value [Member] | ||
Debt Instrument [Line Items] | ||
Securities loaned | $ 9,100 | $ 57,600 |
CF & Co [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 3.10% | |
CF & Co [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 3.25% |
Warehouse Notes Payable - Sched
Warehouse Notes Payable - Schedule of Company Lines Available and Borrowings Outstanding (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | |||
Securities Financing Transaction [Line Items] | ||||
Warehouse notes payable | $ 540,571 | $ 360,440 | ||
Committed Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | 950,000 | 950,000 | ||
Uncommitted Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | 325,000 | 325,000 | ||
Warehouse Line Due August 20, 2018 [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Warehouse notes payable | $ 258,782 | [1] | $ 60,715 | [2] |
Warehouse Line Due August 20, 2018 [Member] | One Month LIBOR [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Stated Spread to One Month LIBOR | 1.30% | [1] | 1.30% | [2] |
Warehouse Line Due August 20, 2018 [Member] | Committed Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | $ 450,000 | [1] | $ 450,000 | [2] |
Warehouse Line Due September 25, 2018 [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Warehouse notes payable | $ 114,503 | $ 107,383 | ||
Warehouse Line Due September 25, 2018 [Member] | One Month LIBOR [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Stated Spread to One Month LIBOR | 1.30% | 1.30% | ||
Warehouse Line Due September 25, 2018 [Member] | Committed Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | $ 200,000 | $ 200,000 | ||
Warehouse Line Due October 11, 2018 [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Warehouse notes payable | $ 130,440 | [3] | $ 174,102 | |
Warehouse Line Due October 11, 2018 [Member] | One Month LIBOR [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Stated Spread to One Month LIBOR | 1.30% | [3] | 1.30% | |
Warehouse Line Due October 11, 2018 [Member] | Committed Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | $ 300,000 | [3] | $ 300,000 | |
Fannie Mae Repurchase Agreement, Open Maturity [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Warehouse notes payable | $ 36,846 | $ 18,240 | ||
Fannie Mae Repurchase Agreement, Open Maturity [Member] | One Month LIBOR [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Stated Spread to One Month LIBOR | 1.20% | 1.20% | ||
Fannie Mae Repurchase Agreement, Open Maturity [Member] | Uncommitted Lines [Member] | ||||
Securities Financing Transaction [Line Items] | ||||
Lines available | $ 325,000 | $ 325,000 | ||
[1] | On July 19, 2018, the maturity date was extended until June 19, 2019. | |||
[2] | On June 8, 2018, the maturity date was extended until August 20, 2018. | |||
[3] | The warehouse line was temporarily increased by $300.0 million to $600.0 million for the period of July 2, 2018 to August 16, 2018 |
Warehouse Notes Payable - Sch98
Warehouse Notes Payable - Schedule of Company Lines Available and Borrowings Outstanding (Parenthetical) (Detail) - USD ($) $ in Millions | Jul. 19, 2018 | Jun. 08, 2018 | Aug. 16, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Warehouse Line Due August 20, 2018 [Member] | |||||
Securities Financing Transaction [Line Items] | |||||
Maturity date | Aug. 20, 2018 | Aug. 20, 2018 | Aug. 20, 2018 | ||
Warehouse Line Due August 20, 2018 [Member] | Subsequent Event [Member] | |||||
Securities Financing Transaction [Line Items] | |||||
Maturity date | Jun. 19, 2019 | ||||
Warehouse Line Due September 25, 2018 [Member] | |||||
Securities Financing Transaction [Line Items] | |||||
Maturity date | Sep. 25, 2018 | Sep. 25, 2018 | |||
Warehouse Line Due October 11, 2018 [Member] | |||||
Securities Financing Transaction [Line Items] | |||||
Maturity date | Oct. 11, 2018 | Oct. 11, 2018 | |||
Warehouse Line Due October 11, 2018 [Member] | Scenario, Forecast [Member] | |||||
Securities Financing Transaction [Line Items] | |||||
Lines available | $ 600 | ||||
Warehouse line increase | $ 300 |
Warehouse Notes Payable - Addit
Warehouse Notes Payable - Additional Information (Detail) | Jun. 30, 2018USD ($) |
Minimum [Member] | |
Securities Financing Transaction [Line Items] | |
Financial covenants including maintaining minimum cash and cash equivalents | $ 15,000,000 |
Long-Term Debt and Long-Term100
Long-Term Debt and Long-Term Debt Payable to Related Parties (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Long-term debt | $ 247,150 | $ 670,710 | |
Promissory Notes | 412,500 | 412,500 | |
Total long-term debt | 659,650 | 1,083,210 | |
Converted Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 247,150 | 400,000 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 270,710 | ||
2019 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Notes | 300,000 | 300,000 | |
2042 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Notes | [1] | $ 112,500 | $ 112,500 |
[1] | On August 3, 2018, Newmark announced that on September 4, 2018, Newmark OpCo will borrow $112.5 million from BGC under the Intercompany Credit Agreement. The proceeds will be used for the repayment of the 2042 Promissory Note on September 5, 2018 (see Note 30 – Subsequent Events). |
Long-Term Debt and Long-Term101
Long-Term Debt and Long-Term Debt Payable to Related Parties (Parenthetical) (Detail) - USD ($) $ in Millions | Aug. 03, 2018 | Jun. 30, 2018 |
2019 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 9, 2019 | |
2042 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Jun. 26, 2042 | |
Subsequent Event [Member] | 2042 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Jun. 26, 2042 | |
Subsequent Event [Member] | Intercompany Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings from credit agreement | $ 112.5 |
Long-Term Debt and Long-Term102
Long-Term Debt and Long-Term Debt Payable to Related Parties - Additional Information (Detail) - USD ($) | Mar. 09, 2018 | Dec. 31, 2017 | Dec. 13, 2017 | Sep. 08, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Converted Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum revolving credit | $ 400,000,000 | |||||||
Credit agreement maturity date | Sep. 8, 2019 | |||||||
Line of credit facility, description | Borrowings under the Converted Term Loan bear interest at either LIBOR or a defined base rate plus an additional margin, which ranges from 50 basis points to 325 basis points depending on BGC’s debt rating as determined by S&P and Fitch and whether such loan is a LIBOR loan or a base rate loan. Since there were amounts outstanding under the Term Loan facility as of December 31, 2017, the pricing increased by 50 basis points. The Term Loan was paid in full on March 9, 2018. Since the Term Loan was repaid in full, the pricing of the Converted Term Loan returned to the levels previously described | |||||||
Stated Spread to One Month LIBOR | 0.50% | |||||||
Repayments of convertible debt | $ 152,900,000 | $ 152,900,000 | ||||||
Debt instrument gross amount | $ 400,000,000 | $ 247,200,000 | $ 247,200,000 | |||||
Current interest rate | 4.31% | 4.31% | ||||||
Interest expense | $ 4,400,000 | $ 0 | $ 9,000,000 | $ 0 | ||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated Spread to One Month LIBOR | 0.50% | |||||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated Spread to One Month LIBOR | 3.25% | |||||||
Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum revolving credit | $ 575,000,000 | |||||||
Credit agreement maturity date | Sep. 8, 2019 | |||||||
Line of credit facility, description | Borrowings under the Term Loan bear interest at either LIBOR or a defined base rate plus an additional margin which ranges from 50 basis points to 325 basis points depending on BGC’s debt rating as determined by S&P and Fitch and whether such loan is a LIBOR loan or a base rate loan. Since there were amounts outstanding under the term loan facility as of December 31, 2017, the pricing increased by 50 basis points. | |||||||
Stated Spread to One Month LIBOR | 0.50% | |||||||
Interest expense | $ 2,600,000 | |||||||
Percentage of net cash proceeds of all material asset sales | 100.00% | |||||||
Repayments of credit agreement | $ 270,700 | $ 304,300,000 | ||||||
Line of credit facility, outstanding amount | 0 | 0 | ||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated Spread to One Month LIBOR | 0.50% | |||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated Spread to One Month LIBOR | 3.25% | |||||||
2019 Promissory Note [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument gross amount | $ 300,000,000 | |||||||
Interest expense | 4,300,000 | $ 8,600,000 | ||||||
Maturity date | Dec. 9, 2019 | |||||||
Stated interest rate | 5.375% | |||||||
2042 Promissory Note [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument gross amount | $ 112,500,000 | |||||||
Interest expense | $ 2,300,000 | $ 4,600,000 | ||||||
Maturity date | Jun. 26, 2042 | |||||||
Stated interest rate | 8.125% |
Long-Term Debt and Long-Term103
Long-Term Debt and Long-Term Debt Payable to Related Parties - Carrying Amounts and Estimated Fair Values of 2019 and 2042 Promissory Notes (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Promissory Notes | $ 412,500 | $ 412,500 | |
Fair Value | 422,985 | 429,675 | |
2019 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Notes | 300,000 | 300,000 | |
Fair Value | 307,290 | 313,125 | |
2042 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Notes | [1] | 112,500 | 112,500 |
Fair Value | $ 115,695 | $ 116,550 | |
[1] | On August 3, 2018, Newmark announced that on September 4, 2018, Newmark OpCo will borrow $112.5 million from BGC under the Intercompany Credit Agreement. The proceeds will be used for the repayment of the 2042 Promissory Note on September 5, 2018 (see Note 30 – Subsequent Events). |
Long-Term Debt and Long-Term104
Long-Term Debt and Long-Term Debt Payable to Related Parties - Carrying Amounts and Estimated Fair Values of 2019 and 2042 Promissory Notes (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2018 | |
2019 Promissory Note [Member] | |
Debt Instrument [Line Items] | |
Maturity date | Dec. 9, 2019 |
2042 Promissory Note [Member] | |
Debt Instrument [Line Items] | |
Maturity date | Jun. 26, 2042 |
Financial Guarantee Liability -
Financial Guarantee Liability - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Credit Risk [Member] | Fannie Mae and Freddie Mac [Member] | ||
Guarantee Obligations [Line Items] | ||
Outstanding principal balances of credit risk loans being serviced | $ 19,200,000,000 | $ 18,800,000,000 |
Maximum potential loss of credit risk loans being serviced | 5,400,000,000 | 5,300,000,000 |
Credit Risk [Member] | Fannie Mae and Freddie Mac [Member] | Credit Enhancement Agreement [Member] | ||
Guarantee Obligations [Line Items] | ||
Maximum potential loss of credit risk loans being serviced | $ 100,000,000 | $ 1,200,000,000 |
Fannie Mae DUS or Freddie TAH Loans [Member] | Maximum [Member] | ||
Guarantee Obligations [Line Items] | ||
Percentage of contingent liability of actual losses incurred on outstanding loans | 33.00% |
Financial Guarantee Liabilit106
Financial Guarantee Liability - Summary of Changes on Estimated Liability Under Guarantee Liability (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Guarantees [Abstract] | ||
Beginning Balance | $ (54) | $ (413) |
Reversal of provision | 7 | 359 |
Ending Balance | $ (47) | $ (54) |
Financial Guarantee Liabilit107
Financial Guarantee Liability - Summary of Provisions for Risk Sharing (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Guarantees [Abstract] | ||||
Increase (decrease) to financial guarantee liability | $ (14) | $ (208) | $ (7) | $ (213) |
Decrease (increase) to credit enhancement asset | 140 | 10 | 144 | |
Increase (decrease) to contingent liability | 1 | 6 | 1 | 6 |
Total expense | $ (13) | $ (62) | $ 4 | $ (63) |
Concentration of Credit Risk -
Concentration of Credit Risk - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Concentration Risk [Line Items] | ||
Maximum pre-credit enhancement loss exposure | $ 5,400,000,000 | |
Fannie Mae DUS and Freddie Mac TAH Loans [Member] | California [Member] | Liabilities [Member] | Credit Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 26.00% | 26.00% |
Fannie Mae DUS and Freddie Mac TAH Loans [Member] | Texas [Member] | Liabilities [Member] | Credit Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 15.00% | 15.00% |
Fannie Mae DUS and Freddie Mac TAH Loans [Member] | California and Texas [Member] | Liabilities [Member] | Credit Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Maximum pre-credit enhancement loss exposure | $ 5,400,000,000 | $ 5,300,000,000 |
Escrow and Custodial Funds - Ad
Escrow and Custodial Funds - Additional Information (Detail) - USD ($) $ in Billions | Jun. 30, 2018 | Dec. 31, 2017 |
Deposit Assets Disclosure [Abstract] | ||
Escrow funds amount | $ 0.8 | $ 0.8 |
Fair Value of Financial Asse110
Fair Value of Financial Assets and Liabilities - Fair Value Hierarchy of Financial Assets and Liabilities under U.S. GAAP Guidance (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Marketable securities | $ 9,127 | $ 57,623 |
Loans held for sale, at fair value | 547,968 | 362,635 |
Rate lock commitments | 14,448 | 2,923 |
Forwards | 16,442 | 3,753 |
Total assets | 607,070 | 426,934 |
Liabilities: | ||
Accounts payable, accrued expenses and other liabilities—contingent consideration | 21,574 | 23,711 |
Rate lock commitments | 13,945 | 2,390 |
Forwards | 641 | 657 |
Total Liabilities | 36,160 | 26,758 |
RBC Forward [Member] | ||
Assets: | ||
RBC Forward | 19,085 | |
Level 1 [Member] | ||
Assets: | ||
Marketable securities | 9,127 | 57,623 |
Total assets | 9,127 | 57,623 |
Level 2 [Member] | ||
Assets: | ||
Loans held for sale, at fair value | 547,968 | 362,635 |
Total assets | 567,053 | 362,635 |
Level 2 [Member] | RBC Forward [Member] | ||
Assets: | ||
RBC Forward | 19,085 | |
Level 3 [Member] | ||
Assets: | ||
Rate lock commitments | 14,448 | 2,923 |
Forwards | 16,442 | 3,753 |
Total assets | 30,890 | 6,676 |
Liabilities: | ||
Accounts payable, accrued expenses and other liabilities—contingent consideration | 21,574 | 23,711 |
Rate lock commitments | 13,945 | 2,390 |
Forwards | 641 | 657 |
Total Liabilities | $ 36,160 | $ 26,758 |
Fair Value of Financial Asse111
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Fair value assets transfers from level 1 to level 2 | $ 0 | $ 0 | ||||
Fair value assets transfers from level 2 to level 1 | 0 | 0 | ||||
Fair value liabilities transfers from level 1 to level 2 | 0 | 0 | ||||
Fair value liabilities transfers from level 2 to level 1 | 0 | 0 | ||||
Fair value assets transfers Into level 3 | 0 | 0 | ||||
Fair value assets transfers out of level 3 | 0 | 0 | ||||
Fair value liabilities transfers Into level 3 | 0 | 0 | ||||
Fair value liabilities transfers out of level 3 | 0 | 0 | ||||
Level 3 [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Present value of expected payments related to contingent consideration | 37,878,000 | 27,340,000 | $ 30,123,000 | $ 40,752,000 | $ 31,460,000 | $ 48,967,000 |
Contingent Consideration [Member] | Level 3 [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Present value of expected payments related to contingent consideration | 21,574,000 | 23,711,000 | $ 23,087,000 | $ 30,186,000 | $ 28,998,000 | $ 38,713,000 |
Contingent Consideration [Member] | Level 3 [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Present value of expected payments related to contingent consideration | 21,600,000 | 23,700,000 | ||||
Undiscounted value of payments, assuming that all contingencies are met | $ 24,000,000 | $ 27,700,000 |
Fair Value of Financial Asse112
Fair Value of Financial Assets and Liabilities - Changes in Level 3 Rate Lock Commitments, Forwards and Contingent Consideration Measured at Fair Value on Recurring Basis (Detail) - Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Opening Balance | $ 30,123 | $ 31,460 | $ 27,340 | $ 48,967 |
Total realized and unrealized (gains) losses included in Net income | 16,599 | 12,109 | 16,733 | 12,547 |
Issuances | 689 | 689 | ||
Settlements | (9,533) | (2,817) | (6,884) | (20,762) |
Closing Balance | 37,878 | 40,752 | 37,878 | 40,752 |
Unrealized (gains) losses outstanding | 16,599 | 12,109 | 16,733 | 12,547 |
Contingent Consideration [Member] | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Opening Balance | 23,087 | 28,998 | 23,711 | 38,713 |
Total realized and unrealized (gains) losses included in Net income | 295 | 1,543 | 429 | 1,981 |
Issuances | 689 | 689 | ||
Settlements | (2,497) | (355) | (3,255) | (10,508) |
Closing Balance | 21,574 | 30,186 | 21,574 | 30,186 |
Unrealized (gains) losses outstanding | 295 | 1,543 | 429 | 1,981 |
Rate Lock Commitments and Forwards, Net [Member] | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Opening Balance | 7,036 | 2,462 | 3,629 | 10,254 |
Total realized and unrealized (gains) losses included in Net income | 16,304 | 10,566 | 16,304 | 10,566 |
Settlements | (7,036) | (2,462) | (3,629) | (10,254) |
Closing Balance | 16,304 | 10,566 | 16,304 | 10,566 |
Unrealized (gains) losses outstanding | $ 16,304 | $ 10,566 | $ 16,304 | $ 10,566 |
Fair Value of Financial Asse113
Fair Value of Financial Assets and Liabilities - Quantitative Information about Level 3 Fair Value Measurements (Detail) - Level 3 [Member] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Liabilities | $ 37,878 | $ 27,340 | $ 30,123 | $ 40,752 | $ 31,460 | $ 48,967 |
Contingent Consideration [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Liabilities | $ 21,574 | $ 23,711 | $ 23,087 | $ 30,186 | $ 28,998 | $ 38,713 |
Contingent Consideration [Member] | Measurement Input, Discount Rate [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Discount rate | 6.80% | 6.43% | ||||
Forward Sale Contracts [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets | $ 14,448 | $ 3,753 | ||||
Liabilities | 13,945 | 657 | ||||
Rate Lock Commitments [Member] | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets | 16,442 | 2,923 | ||||
Liabilities | $ 641 | $ 2,390 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions | Mar. 19, 2018 | Mar. 07, 2018 | Dec. 13, 2017 | Sep. 08, 2017 | Mar. 11, 2015 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||||||||||
Fees to related parties | $ 6,301,000 | $ 4,167,000 | $ 13,195,000 | $ 8,885,000 | ||||||
Employee loans | 248,038,000 | 248,038,000 | $ 209,549,000 | |||||||
Total consideration transferred | 55,600,000 | |||||||||
Mortgage servicing right recognized | 17,181,000 | 30,949,000 | 34,998,000 | 46,901,000 | ||||||
Servicing fees | 387,061,000 | 744,728,000 | ||||||||
Equity method investments | 103,563,000 | 103,563,000 | 101,562,000 | |||||||
Receivables from related parties | 0 | |||||||||
Current portion of payables to related parties | $ 267,397,000 | $ 267,397,000 | 34,169,000 | |||||||
Intercompany Credit Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Interest rate | 1.00% | |||||||||
Interest rate terms | The interest rate on the Intercompany Credit Agreement can be the higher of BGC’s or Newmark’s short term borrowings rate in effect at such time plus 100 basis points, or such other interest rate as may be mutually agreed between BGC and Newmark. | |||||||||
Stated interest rate | 5.31% | 5.31% | ||||||||
Line of credit facility, outstanding amount | $ 270,000,000 | $ 270,000,000 | ||||||||
Newmark Units [Member] | Intercompany Credit Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Line of credit facility, outstanding amount | 270,000,000 | 270,000,000 | ||||||||
CF Real Estate Finance Holdings, L.P. [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity method investments | $ 100,000,000 | |||||||||
Loan to related parties | 145,000 | 145,000 | ||||||||
Note Receivable/Payable [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Interest income | 200,000 | 200,000 | ||||||||
Interest expense | 300,000 | 2,400,000 | ||||||||
One Month LIBOR [Member] | Note Receivable/Payable [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Interest rate | 1.00% | |||||||||
BPF [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Total consideration transferred | 875,000,000 | |||||||||
Business acquisition price paid in units | $ 3,200,000 | |||||||||
Business acquisition date | Sep. 8, 2017 | |||||||||
Business acquisition, transaction agreement date | Jul. 17, 2017 | |||||||||
Net assets exceeded | $ 508,600,000 | |||||||||
Gains from Mortgage Banking Activities, Net [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Broker fees and commissions | 26,000 | 100,000 | 700,000 | 300,000 | ||||||
Interest Income (Expense), Net [Member] | Intercompany Credit Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Interest expense | 2,700,000 | 3,600,000 | ||||||||
Loan Referral Agreement [Member] | Gains from Mortgage Banking Activities, Net [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Revenue from loan referral agreement | 100,000 | 500,000 | 3,700,000 | 800,000 | ||||||
Cantor and BGC [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Fees to related parties | 6,300,000 | 4,200,000 | 13,200,000 | 8,900,000 | ||||||
Employee Loans [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Employee loans | 248,000,000 | 248,000,000 | $ 209,600,000 | |||||||
Compensation expense related to employee loans | 5,200,000 | 2,400,000 | 11,200,000 | 4,400,000 | ||||||
CCRE [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Fees to related parties | 0 | 0 | 0 | 0 | ||||||
Recognized related party revenues | 0 | 0 | 0 | 0 | ||||||
CCRE [Member] | Primary Servicing Rights [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Servicing rights of loans originated | 600,000,000 | 300,000,000 | 600,000,000 | 300,000,000 | ||||||
Purchase of loans originated | 1,000,000 | 600,000 | ||||||||
Mortgage servicing right recognized | 0 | |||||||||
CCRE [Member] | Primary Servicing Rights [Member] | Servicing Revenue [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Servicing fees | $ 1,000,000 | $ 900,000 | $ 1,900,000 | $ 1,900,000 | ||||||
Cantor and CCRE and Cantor Commercial Real Estate Sponsor, L.P. [Member] | BPF [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Transaction agreement, distribution | 89,100,000 | |||||||||
Net assets exceeded | $ 508,600,000 | |||||||||
CF & Co [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Percentage of gross proceeds paid to underwriter | 5.50% | |||||||||
Stated interest rate | 2.40% | 2.40% | ||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Newmark Units [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchase of units | 16.6 | |||||||||
Purchase value of units | $ 242,000,000 | |||||||||
Closing price per share | $ 14.57 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 700 | $ 200 |
Accrued interest and penalties related to uncertain tax positions | $ 200 | $ 45 |
Accounts Payable, Accrued Ex116
Accounts Payable, Accrued Expenses and Other Liabilities - Components of Current Portion of Accounts Payable, Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts Payable Accrued Expenses And Other Liabilities Current [Abstract] | ||
Accounts payable and accrued expenses | $ 97,571 | $ 79,376 |
Payroll taxes payable | 24,041 | 12,673 |
Outside broker payable | 43,308 | 23,361 |
Contingent consideration | 4,742 | 6,504 |
Derivative liability | 14,586 | 3,047 |
Current portion of accounts payable, accrued expenses and other liabilities | $ 184,248 | $ 124,961 |
Accounts Payable, Accrued Ex117
Accounts Payable, Accrued Expenses and Other Liabilities - Components of Other long-term Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Other Liabilities Noncurrent [Abstract] | ||
Deferred rent | $ 41,974 | $ 41,875 |
Payroll taxes payable | 52,381 | 48,248 |
Accrued compensation | 32,845 | 31,411 |
Credit enhancement deposit | 25,000 | 25,000 |
Business acquisition, contingent cash consideration | 16,832 | 17,207 |
Financial guarantee liability | 47 | 54 |
Other liabilities | $ 169,079 | $ 163,795 |
Compensation - Additional Infor
Compensation - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018USD ($)shares | Jun. 30, 2017USD ($)shares | Jun. 30, 2018USD ($)shares | Jun. 30, 2017USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 13, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized to be delivered allowed for grant of future awards | 399,800,000 | 399,800,000 | ||||
Unit granted during period | 200,000 | |||||
Exchange ratio standalone number of units | $ | $ 0.7 | $ 0.7 | ||||
Notional value with post-termination pay-out amount | $ | 147.8 | 147.8 | ||||
Aggregate estimated fair value of limited partnership units | $ | 27 | 27 | ||||
Income allocated to limited partnership units | $ | 4.6 | $ 6.2 | 8.8 | $ 10.8 | ||
Deferred cash compensation expense recognized | $ | 0.4 | 0.2 | 1.4 | $ 0.4 | ||
Liability for deferred cash compensation awards | $ | $ 1 | $ 1 | $ 0.4 | |||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Limited partnership units outstanding | 211,537 | 211,537 | ||||
Equity-based compensation expense | $ | $ 0.3 | $ 0.3 | ||||
Awards granted | 211,537 | 200,000 | ||||
Aggregate estimated grant date fair values | $ | $ 2.2 | |||||
Aggregate estimated grant date fair value of outstanding RSUs | $ | 2.9 | $ 2.9 | ||||
Unrecognized compensation expense related to unvested RSUs | $ | 2.7 | 2.7 | ||||
Executives and Non-Executive Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Notional value with post-termination pay-out amount | $ | 48.7 | $ 48.7 | 232.9 | |||
Aggregate estimated fair value of limited partnership units | $ | $ 39.2 | |||||
Number of unvested limited partnership units with post-termination pay-out | 23,400,000 | |||||
Number of outstanding limited partnership units, unvested | 13,200,000 | |||||
Employees and Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted | 200,000 | |||||
Aggregate estimated grant date fair values | $ | $ 2.9 | |||||
Limited Partnership Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Aggregate estimated fair value of limited partnership units | $ | 6.4 | 6.4 | $ 14.3 | |||
Compensation expense (benefit) before income tax related to limited partnership units | $ | $ 1.8 | $ 4.3 | $ (6.9) | $ 10.1 | ||
BGC Holdings, L.P. [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of limited partnership units exchangeable into shares | 20,900,000 | 20,900,000 | 12,300,000 | |||
Number of unvested limited partnership units with post-termination pay-out | 12,100,000 | 12,100,000 | ||||
Number of outstanding limited partnership units, unvested | 5,300,000 | 5,300,000 | ||||
Restricted stock unit, Conversion description | Each RSU is settled in one share of Newmark’s Class A common stock upon completion of the vesting period. | |||||
BGC Holdings, L.P. [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Aggregate estimated grant date fair value of outstanding RSUs | $ | $ 2.1 | $ 2.1 | $ 3.3 | |||
BGC Holdings, L.P. [Member] | Executives and Non-Executive Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of unvested limited partnership units with post-termination pay-out | 23,400,000 | |||||
Number of outstanding limited partnership units, unvested | 13,200,000 | |||||
BGC Holdings, L.P. [Member] | Limited Partnership Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Limited partnership units outstanding | 64,117,353 | 64,117,353 | 64,708,915 | |||
Number of limited partnership units granted exchangeability | 5,000,000 | 1,600,000 | 6,700,000 | 2,200,000 | ||
Equity-based compensation expense | $ | $ 60.3 | $ 17.6 | $ 82.1 | $ 23.7 | ||
Awards granted | 1,475,928 | |||||
Newmark Holdings, L.P. [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of limited partnership units exchangeable into shares | 9,800,000 | 9,800,000 | 5,600,000 | |||
Number of unvested limited partnership units with post-termination pay-out | 5,700,000 | 5,700,000 | ||||
Number of outstanding limited partnership units, unvested | 2,500,000 | 2,500,000 | ||||
Newmark Holdings, L.P. [Member] | Executives and Non-Executive Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Aggregate estimated fair value of limited partnership units | $ | $ 4.7 | $ 4.7 | ||||
Number of unvested limited partnership units with post-termination pay-out | 3,200,000 | 3,200,000 | 10,600,000 | |||
Number of outstanding limited partnership units, unvested | 2,400,000 | 2,400,000 | 6,000,000 | |||
Newmark Holdings, L.P. [Member] | Limited Partnership Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of limited partnership units granted exchangeability | 2,200,000 | 3,300,000 | ||||
Equity-based compensation expense | $ | 0 | 0 | ||||
Newmark Holdings, L.P. [Member] | Share Equivalent Limited Partnership Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Limited partnership units outstanding | 39,688,387 | 39,688,387 | 29,413,143 | |||
Awards granted | 11,309,504 | |||||
BGC Partners, Inc. [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity-based compensation expense | $ | $ 0.2 | $ 0.3 | $ 0.7 | $ 0.6 | ||
Unrecognized compensation expense related to unvested RSUs | $ | $ 2.1 | $ 2.1 | ||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 4 years | |||||
Maximum [Member] | Employees and Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 3 years | |||||
Maximum [Member] | Limited Partnership Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 5 years | |||||
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 2 years | |||||
Minimum [Member] | Employees and Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 2 years | |||||
Minimum [Member] | Limited Partnership Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares, restriction period | 3 years | |||||
Class A Common Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Limited partnership units exchange ratio | 0.9919 | |||||
Class A Common Stock [Member] | Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Class A Common Stock [Member] | Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 2 years | |||||
Newmark Equity Plan [Member] | Class A Common Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares registered to be delivered pursuant to awards granted | 50,000,000 | |||||
Newmark Equity Plan [Member] | Class A Common Stock [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized to be delivered pursuant to awards granted | 400,000,000 |
Compensation - Activity Associa
Compensation - Activity Associated with Limited Partnership Units (Detail) - BGC Holdings, L.P. [Member] - Limited Partnership Units [Member] | 6 Months Ended |
Jun. 30, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Units, Balance outstanding at beginning of period | 64,708,915 |
Number of Units, Granted | 1,475,928 |
Number of Units, Redeemed/exchanged units | (1,973,880) |
Number of Units, Forfeited units | (93,610) |
Number of Units, Balance outstanding at end of period | 64,117,353 |
Compensation - Summary of Activ
Compensation - Summary of Activity of Number of Share Equivalent Limited Partnership Units and Post IPO Grants (Detail) - Newmark Holdings, L.P. [Member] - Share Equivalent Limited Partnership Units | 6 Months Ended |
Jun. 30, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Units, Balance outstanding at beginning of period | 29,413,143 |
Number of Units, Granted | 11,309,504 |
Number of Units, Redeemed/exchanged units | (990,530) |
Number of Units, Forfeited units | (43,730) |
Number of Units, Balance outstanding at end of period | 39,688,387 |
Compensation - Activity Asso121
Compensation - Activity Associated with Restricted Stock Units (Detail) - Restricted Stock Units (RSUs) [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Units, Granted | 211,537 | 200,000 |
Number of Units, Balance outstanding at end of period | 211,537 | |
Granted units | $ 13.92 | |
Balance at June 30, 2018 | $ 13.92 | |
Weighted-Average Remaining Contractual Term (Years) | 2 years 7 months 9 days |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Loss Contingencies [Line Items] | |||||
Total remaining draws on construction loans committed to fund | $ 1,000,000 | $ 1,000,000 | $ 244,000 | ||
Rent expense | 10,500 | $ 9,200 | 20,700 | $ 19,000 | |
Business acquisition, contingent cash consideration | 16,832 | 16,832 | $ 17,207 | ||
Long-term Debt Payable to Related Parties [Member] | |||||
Loss Contingencies [Line Items] | |||||
Business acquisition, contingent cash consideration | $ 10,700 | $ 10,700 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 03, 2018 | Jul. 20, 2018 | Jul. 19, 2018 | Jun. 08, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Aug. 01, 2018 | Dec. 13, 2017 | ||
Subsequent Event [Line Items] | ||||||||||
Warehouse notes payable | $ 540,571 | $ 360,440 | ||||||||
2042 Promissory Note [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Maturity date | Jun. 26, 2042 | |||||||||
Stated interest rate | 8.125% | |||||||||
Debt instrument gross amount | $ 112,500 | |||||||||
Intercompany Credit Agreement [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Stated interest rate | 5.31% | |||||||||
Subsequent Event [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Repurchase authorization | $ 200,000 | |||||||||
Subsequent Event [Member] | 2042 Promissory Note [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Maturity date | Jun. 26, 2042 | |||||||||
Stated interest rate | 8.125% | |||||||||
Debt instrument gross amount | $ 112,500 | |||||||||
Subsequent Event [Member] | Intercompany Credit Agreement [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Stated interest rate | 6.50% | |||||||||
Borrowings from credit agreement | $ 112,500 | |||||||||
Subsequent Event [Member] | Jackson And Cooksey Inc [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Business acquisition date | Jul. 20, 2018 | |||||||||
Warehouse Line Due August 20, 2018 [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Maturity date | Aug. 20, 2018 | Aug. 20, 2018 | Aug. 20, 2018 | |||||||
Warehouse notes payable | $ 258,782 | [1] | $ 60,715 | [2] | ||||||
Warehouse Line Due August 20, 2018 [Member] | Subsequent Event [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Maturity date | Jun. 19, 2019 | |||||||||
[1] | On July 19, 2018, the maturity date was extended until June 19, 2019. | |||||||||
[2] | On June 8, 2018, the maturity date was extended until August 20, 2018. |