Espeed (MM) (NASDAQ:ESPD)
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eSpeed, Inc. (NASDAQ: ESPD), a leading developer of electronic
marketplaces and related trading technology for the global capital
markets, today announced that eSpeed’s
stockholders have approved the Company’s
merger with BGC Partners.
At eSpeed’s special meeting of stockholders
held earlier today, of those voting, stockholders representing
approximately 99.5% of the voting power of eSpeed’s
shares adopted the Agreement and Plan of Merger, dated as of May 29,
2007, as amended as of November 5, 2007 and February 1, 2008, by and
among eSpeed, BGC Partners, Inc., Cantor Fitzgerald, L.P., BGC Partners,
L.P., BGC Global Holdings, L.P. and BGC Holdings, L.P., pursuant to
which, among other things, BGC Partners will be merged with and into
eSpeed, with eSpeed surviving the merger. This merger is expected to
close on or about April 1, 2008. Upon the closing, the Combined Company
will be re-named “BGC Partners, Inc.”
and will trade on the NASDAQ Global Select Market under the symbol “BGCP.”
About eSpeed, Inc.
eSpeed, Inc. (NASDAQ: ESPD) is a leader in developing and deploying
electronic marketplaces and related trading technology that offers
traders access to some of the most liquid, efficient and neutral
financial markets in the world. eSpeed operates multiple buyer, multiple
seller real-time electronic marketplaces for the global capital markets,
including some of the world's largest government bond markets and other
fixed income and foreign exchange marketplaces, which may be accessed
fully electronically for some products or through an integrated hybrid
voice-assisted network accessed by voice brokers. eSpeed's suite of
marketplace tools provides end-to-end transaction solutions for the
purchase and sale of financial products over eSpeed's global private
network or via the Internet. eSpeed's neutral platform, reliable
network, straight-through processing and proven solutions make it a
trusted source for electronic trading at some of the world's largest
trading firms and major exchanges. To learn more, please visit www.espeed.com.
About BGC
BGC is a leading inter-dealer broker, providing integrated voice,
hybrid, and electronic execution and other brokerage services to banks,
brokerage houses and investment banks for a broad range of global
financial products including fixed income securities, foreign exchange,
equity derivatives, credit derivatives, futures, structured products and
other instruments. This is complemented by market data products for
selected financial instruments. Named after fixed income trading
innovator B. Gerald Cantor, BGC has offices in New York and London, as
well as Beijing (representative office), Chicago, Copenhagen, Hong Kong,
Istanbul, Mexico City, Nyon, Paris, Seoul, Singapore, Sydney, Tokyo and
Toronto. To learn more, please visit www.bgcpartners.com.
Discussion of Forward-Looking Statements
The information in this release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such statements are based upon current expectations that
involve risks and uncertainties. Any statements contained herein that
are not statements of historical fact may be deemed to be
forward-looking statements. For example, words such as “may,”
“will,” “should,”
“estimates,” “predicts,”
“potential,” “continue,”
“strategy,” “believes,”
“anticipates,” “plans,”
“expects,” “intends”
and similar expressions are intended to identify forward-looking
statements.
The actual results of eSpeed, BGC Partners or the Combined Company in
the merger (“we”, “our”
or the “Combined Company”)
and the outcome and timing of certain events may differ significantly
from the expectations discussed in the forward-looking statements.
Factors that might cause or contribute to such a discrepancy for eSpeed,
BGC Partners, and/or the Combined Company include, but are not limited
to, the Combined Company ’s relationship with
Cantor and its affiliates and any related conflicts of interests,
competition for and retention of brokers and other managers and key
employees, pricing and commissions and market position with respect to
any of our products, and that of the Combined Company’s
respective competitors, the effect of industry concentration and
consolidation, and market conditions, including trading volume and
volatility, as well as economic or geopolitical conditions or
uncertainties. Results may also be impacted by the extensive regulation
of our respective businesses and risks relating to compliance matters,
as well as factors related to specific transactions or series of
transactions, including credit, performance and unmatched principal risk
as well as counterparty failure. Factors may also include the costs and
expenses of developing, maintaining and protecting intellectual
property, including judgments or settlements paid or received in
connection with intellectual property or employment or other litigation
and their related costs, and certain financial risks, including the
possibility of future losses and negative cash flow from operations,
risks of obtaining financing and risks of the resulting leverage, as
well as interest and currency rate fluctuations.
Discrepancies may also result from such factors as the ability to enter
new markets or develop new products, trading desks, marketplaces or
services and to induce customers to use these products, trading desks,
marketplaces or services, to secure and maintain market share, to enter
into marketing and strategic alliances, and other transactions,
including acquisitions, dispositions, reorganizations, partnering
opportunities, and joint ventures, and the integration of any completed
transactions, to hire new personnel, to expand the use of technology for
screen-assisted, voice-assisted and fully electronic trading and to
effectively manage any growth that may be achieved. Results are also
subject to risks relating to the proposed merger and separation of the
BGC businesses and the relationship between the various entities,
financial reporting, accounting and internal control factors, including
identification of any material weaknesses in our internal controls, our
ability to prepare historical and pro forma financial statements and
reports in a timely manner, and other factors, including those that are
discussed under “Risk Factors”
in eSpeed’s Annual Report on Form 10-K/A for
the year ended December 31, 2006, which was filed with the SEC on August
23, 2007 and its definitive proxy statement filed with the SEC on
February 11, 2008.
We believe that all forward-looking statements are based upon reasonable
assumptions when made. However, we caution that it is impossible to
predict actual results or outcomes or the effects of risks,
uncertainties or other factors on anticipated results or outcomes and
that accordingly you should not place undue reliance on these
statements. Forward-looking statements speak only as of the date when
made and we undertake no obligation to update these statements in light
of subsequent events or developments.