Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 13, 2019 | Jun. 30, 2018 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | NMRK | ||
Entity Registrant Name | NEWMARK GROUP, INC. | ||
Entity Central Index Key | 0001690680 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 331,954,011 | ||
Class A Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 156,872,339 | ||
Class B Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 21,285,533 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 122,475 | $ 121,027 |
Restricted cash | 64,931 | 52,347 |
Marketable securities | 48,942 | 57,623 |
Loans held for sale, at fair value | 990,864 | 362,635 |
Receivables, net | 451,605 | 210,471 |
Receivables from related parties | 20,498 | |
Other current assets (see Note 18) | 57,739 | 20,994 |
Total current assets | 1,757,054 | 825,097 |
Goodwill | 515,321 | 477,532 |
Mortgage servicing rights, net | 411,809 | 392,626 |
Loans, forgivable loans and other receivables from employees and partners, net | 285,532 | 209,549 |
Fixed assets, net | 78,805 | 64,822 |
Other intangible assets, net | 35,769 | 24,921 |
Other assets (see Note 18) | 369,867 | 278,460 |
Total assets | 3,454,157 | 2,273,007 |
Current liabilities: | ||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | 972,387 | 360,440 |
Accrued compensation | 366,506 | 205,395 |
Current portion of accounts payable, accrued expenses and other liabilities (see Note 28) | 312,239 | 124,961 |
Securities loaned | 57,623 | |
Current portion of payables to related parties | 13,507 | 34,169 |
Total current liabilities | 1,664,639 | 782,588 |
Long-term debt | 537,926 | 670,710 |
Long-term debt payable to related parties | 412,500 | |
Other long-term liabilities (see Note 28) | 168,623 | 163,795 |
Total liabilities | 2,371,188 | 2,029,593 |
Commitments and contingencies (see Note 30) | ||
Redeemable partnership interests | 26,170 | 21,096 |
Equity: | ||
Additional paid-in capital | 285,071 | 59,374 |
Retained earnings | 277,952 | 199,492 |
Total stockholders’ equity | 567,569 | 260,410 |
Noncontrolling interests | 489,230 | (38,092) |
Total equity | 1,056,799 | 222,318 |
Total liabilities, redeemable partnership interest, and equity | 3,454,157 | 2,273,007 |
Class A Common Stock [Member] | ||
Equity: | ||
Common stock value | 1,570 | 1,386 |
Treasury stock value | (486) | |
Total equity | 1,570 | 1,386 |
Class B Common Stock [Member] | ||
Equity: | ||
Common stock value | 212 | 158 |
Total equity | 212 | $ 158 |
Contingent Class A Common Stock | ||
Equity: | ||
Common stock value | 3,250 | |
Total equity | $ 3,250 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 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 | 156,966,000 | 138,921,000 |
Common stock, shares outstanding | 156,916,000 | 138,594,000 |
Treasury stock, shares issued | 50,000 | |
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 | 21,285,000 | 15,840,000 |
Common stock, shares outstanding | 21,285,000 | 15,840,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Revenues: | |||||
Commissions | $ 1,286,339 | $ 1,014,716 | $ 849,419 | ||
Gains from mortgage banking activities/originations, net | 182,264 | 206,000 | 193,387 | ||
Management services, servicing fees and other | 578,976 | 375,734 | 307,177 | ||
Total revenues | 2,047,579 | 1,596,450 | 1,349,983 | ||
Expenses: | |||||
Compensation and employee benefits | 1,155,834 | 1,010,183 | 849,975 | ||
Allocations of net income and grant of exchangeability to limited partnership units and FPUs and issuance of common stock | 230,795 | 124,657 | 72,318 | ||
Total compensation and employee benefits | 1,386,629 | 1,134,840 | 922,293 | ||
Operating, administrative and other | 331,758 | 219,163 | 185,344 | ||
Fees to related parties | 26,162 | 20,771 | 18,010 | ||
Depreciation and amortization | 97,733 | 95,815 | 72,197 | ||
Total operating expenses | 1,842,282 | 1,470,589 | 1,197,844 | ||
Other income, net: | |||||
Other income | 127,293 | 73,927 | 15,279 | ||
Total other income, net | 127,293 | 73,927 | 15,279 | ||
Income from operations | 332,590 | 199,788 | 167,418 | ||
Interest (expense) income, net | (50,205) | 2,786 | 3,787 | ||
Income before income taxes and noncontrolling interests | 282,385 | 202,574 | 171,205 | ||
Provision for income taxes | 90,487 | 57,478 | 3,993 | ||
Consolidated net income | 191,898 | 145,096 | 167,212 | ||
Less: Net income (loss) attributable to noncontrolling interests | 85,166 | 604 | (1,189) | ||
Net income available to common stockholders | 106,732 | 144,492 | 168,401 | ||
Basic earnings per share | |||||
Net income available to common stockholders | [1],[2] | $ 101,641 | $ 144,492 | [3] | $ 168,401 |
Basic earnings per share | $ 0.65 | $ 1.08 | |||
Basic weighted-average shares of common stock outstanding | 157,256 | 133,413 | [3] | ||
Fully diluted earnings per share | |||||
Net income for fully diluted shares | $ 105,571 | $ 117,217 | [3] | ||
Fully diluted earnings per share | $ 0.64 | $ 0.85 | [3] | ||
Fully diluted weighted-average shares of common stock outstanding | 163,810 | 138,398 | [3] | ||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5,100 for the year ended December 31, 2018 | ||||
[2] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 2018. | ||||
[3] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
ASC 260 [Member] | |
Reduction for dividends on preferred stock or units | $ 5,100 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Consolidated net income | $ 191,898 | $ 145,096 | $ 167,212 |
Comprehensive income, net of tax | 191,898 | 145,096 | 167,212 |
Less: Comprehensive income (loss) attributable to noncontrolling interests, net of tax | 85,166 | 604 | (1,189) |
Comprehensive income available to common stockholders | $ 106,732 | $ 144,492 | $ 168,401 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Class A Common Stock [Member] | Class B Common Stock [Member] | Contingent Class A Common Stock | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | BGC's Net Investment in Newmark [Member] | Noncontrolling Interests in Subsidiaries [Member] | Common Stock |
Beginning Balance at Dec. 31, 2015 | $ 804,034 | $ 77,476 | $ 722,717 | $ 3,841 | ||||||
Consolidated net income (loss) | 167,212 | 168,401 | (1,189) | |||||||
Distributions to noncontrolling interests | (311) | (311) | ||||||||
Purchase of noncontrolling interest | 334 | (334) | ||||||||
Capital contribution | 12,848 | 12,848 | ||||||||
Ending Balance at Dec. 31, 2016 | 983,783 | 245,877 | 735,899 | 2,007 | ||||||
Consolidated net income (loss) | 145,096 | 144,492 | 604 | |||||||
Distributions to BGC and noncontrolling interests | (190,948) | (190,877) | (71) | |||||||
Purchase of noncontrolling interest | 1,092 | (1,092) | ||||||||
Noncontrolling interests in an entity acquired | 19,146 | 19,146 | ||||||||
Debt assumed from BGC | (1,387,500) | (1,387,500) | ||||||||
Capital contribution | 368,418 | 368,418 | ||||||||
Transfer of pre initial public offering (''IPO'') capital to redeemable partnership interest | (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 Acommon stock, 23,000,000 shares) | 295,419 | 230 | 295,189 | |||||||
Equity-based compensation (Class A common stock) | 10,000 | 10,000 | ||||||||
Ending Balance at Dec. 31, 2017 | 222,318 | 1,386 | 158 | 59,374 | 199,492 | (38,092) | ||||
Consolidated net income (loss) | 191,898 | 106,732 | 85,166 | |||||||
Cumulative effect of revenue standard adoption | 18,805 | 16,463 | 2,342 | |||||||
Dividends to common stockholders | (41,788) | (41,788) | ||||||||
Preferred dividend on exchangeable preferred partnership units | (5,091) | (5,091) | ||||||||
Capital contribution | 45,296 | 27,920 | 17,376 | |||||||
Transfer of pre initial public offering (''IPO'') capital to redeemable partnership interest | 0 | |||||||||
Issuance of contingent shares and limited partnership units in Newmark Holdings | 17,279 | $ 4,002 | 13,277 | |||||||
Repurchase of 50,000 shares of Class A common stock | (486) | $ (486) | ||||||||
BGC's purchase of 16,606,726 exchangeable limited partnership units in Newmark Holdings | 241,960 | 241,960 | ||||||||
Exchange of 14,831,234 exchangeable limited partnership units in NewmarkHoldings and 6,903,876 limited partnership units in NewmarkOpCo into an aggregate of 16,292,623 Class A and 5,445,488 Class B shares of Newmarkcommon stock distributed in theSpin-Off and reallocation of capital | 163 | 54 | (752) | 194,614 | (194,079) | |||||
Grant of exchangeability, redemption and issuance of limited partnership interests, and issuance of 2,052,183 shares of Class A common stock | 106,200 | 21 | 6,009 | 100,170 | ||||||
Issuance of exchangeable preferred partnership units in Newmark Opco | 325,478 | 325,478 | ||||||||
Earning distributions to limited partnership interests, redeemable partnership interests, and other noncontrolling interests | (61,796) | (61,796) | ||||||||
Equity-based compensation (Class A common stock) | 788 | 788 | ||||||||
Other | (4,062) | (3,634) | 2,144 | (2,572) | ||||||
Ending Balance at Dec. 31, 2018 | $ 1,056,799 | $ 1,570 | $ 212 | $ 3,250 | $ 285,071 | $ (486) | $ 277,952 | $ 489,230 | ||
Dividends declared and paid per share of common stock | $ 0.27 | |||||||||
Dividends declared per share of common stock | $ 0.36 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Equity (Parenthetical) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Noncontrolling Interests in Subsidiaries [Member] | ||
BGC's purchase of exchangeable limited partnership units in Newmark Holdings, shares | 16,606,726 | |
Exchangeable Limited Partnership Units [Member] | Newmark Holdings, L.P. [Member] | ||
Number Of Units Converted To Common Stock | 14,831,234 | |
Exchangeable Limited Partnership Units [Member] | Newmark OpCo [Member] | ||
Number Of Units Converted To Common Stock | 6,903,876 | |
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 | 27,759 | 600,000 |
Repurchase of common stock, shares | 50,000 | |
Grant of exchangeability, redemption and issuance of limited partnership interests and issuance of common stock, shares | 2,052,183 | |
Class A Common Stock [Member] | Exchangeable Limited Partnership Units [Member] | ||
Issuance of shares in exchange of exchangeable limited partnership units | 16,292,623 | |
Class B Common Stock [Member] | ||
Issuance of shares in the Separation, shares | 15,840,049 | |
Class B Common Stock [Member] | Exchangeable Limited Partnership Units [Member] | ||
Issuance of shares in exchange of exchangeable limited partnership units | 5,445,488 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Consolidated net income | $ 191,898 | $ 145,096 | $ 167,212 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Gain on originated mortgage servicing rights | (95,284) | (120,970) | (126,547) |
Depreciation and amortization | 97,733 | 95,815 | 72,197 |
Nasdaq Earn-Out | (85,135) | (76,969) | |
Equity-based compensation and allocation of net income to limited partnership units and FPUs and issuance of common stock | 224,644 | 10,000 | |
Employee loan amortization and reserves | 27,743 | 34,420 | 25,791 |
Change in fair value of contingent consideration | 374 | 2,675 | (17,348) |
Unrealized gain on measurement alternative investments | (17,899) | ||
Unrealized (gains) losses on loans held for sale | (18,430) | (2,194) | 1,537 |
Income from an equity method investment | (2,750) | (1,562) | |
Provision for uncollectible accounts | 3,530 | 6,099 | (1,099) |
Deferred tax provision (benefit) | 16,387 | 44,383 | (1,141) |
Realized gain on marketable securities | (3,256) | ||
Unrealized loss on marketable securities | 1,193 | ||
Valuation of derivative asset | (19,002) | 636 | |
Loan originations—loans held for sale | (8,612,671) | (8,844,768) | (7,691,573) |
Loan sales—loans held for sale | 8,002,872 | 9,556,163 | 6,977,308 |
Other | 1,586 | 1,367 | 1,237 |
Consolidated net income (loss), adjusted for non-cash and non-operating items | (286,467) | 850,191 | (592,426) |
Changes in operating assets and liabilities: | |||
Receivables, net | (129,490) | (57,175) | 9,462 |
Loans, forgivable loans and other receivables from employees and partners | (109,569) | (34,321) | (118,222) |
Other assets | (9,924) | 36,086 | (7,643) |
Accrued compensation | 50,198 | 45,753 | 29,751 |
Accounts payable, accrued expenses and other liabilities | 152,885 | 13,103 | 34,925 |
Net cash (used in) provided by operating activities | (332,367) | 853,637 | (644,153) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Payments for acquisitions, net of cash acquired and repurchase of noncontrolling interests | (34,513) | 2,793 | 518 |
Proceeds from the sale of marketable securities | 95,878 | 18,710 | |
Investment in cost method investments | (29,500) | ||
Purchases of fixed assets | (21,016) | (19,069) | (27,260) |
Payments to related parties | (375,000) | (175,000) | |
Borrowings from related parties | 375,000 | 175,000 | |
Purchase of mortgage servicing rights | (3,107) | (2,055) | (7,676) |
Net cash provided by (used in) investing activities | 7,742 | 379 | (34,418) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from warehouse facilities | 8,612,671 | 8,844,768 | 7,691,573 |
Principal payments on warehouse facilities | (8,000,725) | (8,742,295) | (7,793,238) |
Proceeds from BGC's purchase of exchangeable limited partnership units in Newmark Holdings | 241,960 | ||
Proceeds from issuance of exchangeable preferred partnership units | 262,169 | ||
Payments to related parties | (858,428) | (1,445,838) | (1,186,910) |
Borrowings from related parties | 372,950 | 698,919 | 1,937,601 |
Proceeds from the IPO, net of underwriting discounts | (8,870) | 304,290 | |
Borrowing of long-term debt | 535,575 | ||
Repayment of long-term debt | (670,710) | (304,290) | |
Distributions of earnings to BGC | (101,731) | ||
Pre-acquisition distributions relating to BPF acquisitions | (89,146) | ||
Capital contribution from Cantor | 9,189 | ||
Securities loaned | (57,623) | 57,623 | |
Treasury stock repurchases | (486) | ||
Distributions to noncontrolling interests | (46,490) | (71) | (311) |
Distributions to stockholders | (41,787) | ||
Prepayment penalty on debt | (6,954) | ||
Payments on acquisition earn-outs | (4,476) | (18,940) | (11,433) |
Payment of deferred financing costs | (1,308) | (1,485) | (1,329) |
Net cash provided by (used in) financing activities | 336,657 | (798,196) | 635,953 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 12,032 | 55,820 | (42,618) |
Cash and cash equivalents and restricted cash at beginning of period | 173,374 | 117,554 | 160,172 |
Cash and cash equivalents and restricted cash at end of period | 185,406 | 173,374 | 117,554 |
Cash paid during the period for: | |||
Interest | 81,838 | 21,003 | 11,693 |
Taxes | $ 1,165 | 46 | 79 |
Supplemental disclosure of noncash investing and financing activities: | |||
Net assets contributed by BGC Partners’ (see Notes 4, 8 and 26) | 368,418 | $ 20,901 | |
Debt assumed from BGC (see Note 21) | (1,387,500) | ||
Accrued offering costs | $ 8,870 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 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 a diverse array of integrated services and products designed to meet the full needs of both real estate investors/owners and occupiers. Newmark’s investor/owner services and products include capital markets, which consists of investment sales, debt and structured finance and loan sales, agency leasing, property management, valuation and advisory, commercial real estate due diligence consulting and advisory services and GSE lending and loan servicing, mortgage broking and equity-raising. Our occupier services and products include tenant representation, real estate management technology systems, workplace and occupancy strategy, global corporate consulting services, project management, lease administration and facilities management. Newmark enhances these services and products through innovative real estate technology solutions and data analytics that enable our clients to increase their efficiency and profits by optimizing their real estate portfolio. Newmark has relationships with many of the world’s largest commercial property owners, real estate developers and investors, as well as Fortune 500 and Forbes Global 2000 companies. 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 (“CF&Co”). Subsequent to the Spin-Off, the majority of the voting power of Newmark is held by Cantor. On November 30, 2018 (the “Distribution Date”), BGC completed its previously announced pro-rata distribution (the “Spin-Off”) to its stockholders of all of the shares of common stock of Newmark owned by BGC as of immediately prior to the effective time of the Spin-Off, with shares of Newmark Class A common stock distributed to the holders of shares of BGC Class A common stock (including directors and executive officers of BGC Partners) of record as of the close of business on November 23, 2018 (the “Record Date”), and shares of Newmark Class B common stock distributed to the holders of shares of BGC Partners Class B common stock (consisting of Cantor and CF Group Management, Inc. (“CFGM”)) of record as of the close of business on the Record Date. The Spin-Off was effective as of 12:01 a.m., New York City time, on the Distribution Date. Acquisition of Berkeley Point and Investment in Real Estate LP On September 8, 2017, BGC acquired, from Cantor Commercial Real Estate Company, LP (“CCRE”), 100% of the equity of Berkeley Point Financial LLC (the “Berkeley Point Acquisition”). Berkeley Point Financial LLC (“Berkeley Point”, “BPF”, or, together with Newmark’s multifamily investment sales and non-GSE multifamily brokerage business, its “Multifamily Capital Market Business”) 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 December 31, 2018, Newmark’s investment in Real Estate LP was accounted for under the equity method. Separation and Distribution Agreement 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 “Original Separation and Distribution Agreement”). The Original 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 • 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 distribution is intended to qualify as generally tax-free for U.S. federal income tax purposes; and • other agreements governing the relationship between BGC, Newmark and Cantor. Related Agreements In connection with the Separation and the IPO, on December 13, 2017, the applicable parties entered into the following additional agreements: • an Amended and Restated Agreement of Limited Partnership of Newmark Holdings, dated as of December 13, 2017; • an Amended and Restated Agreement of Limited Partnership of Newmark OpCo, dated as of December 13, 2017 and as amended on September 26, 2018; • a Second Amended and Restated Agreement of Limited Partnership of BGC U.S. OpCo, dated as of December 13, 2017; • a Second Amended and Restated Agreement of Limited Partnership of BGC Global OpCo, dated as of December 13, 2017; • a Registration Rights Agreement, dated as of December 13, 2017, by and among Cantor, BGC and Newmark; • a Transition Services Agreement, dated as of December 13, 2017, by and between BGC and Newmark; • a Tax Matters Agreement, dated as of December 13, 2017, by and among BGC, BGC Holdings, BGC U.S. OpCo, Newmark, Newmark Holdings and Newmark OpCo; • an Amended and Restated Tax Receivable Agreement, dated as of December 13, 2017, by and between Cantor and BGC; • an Exchange Agreement, dated as of December 13, 2017, by and among Cantor, BGC and Newmark; • an Administrative Services Agreement, dated as of December 13, 2017, by and between Cantor and Newmark; and • a Tax Receivable Agreement, dated as of December 13, 2017, by and between Cantor and Newmark. Immediately prior to the Separation, 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 received a BGC Holdings limited partnership interest and a corresponding Newmark Holdings limited partnership interest, equal to a BGC Holdings limited partnership interest multiplied by one divided by 2.2 (the “contribution ratio”), divided by the ratio by which a Newmark Holdings limited partnership interest can be exchanged for a number of Newmark Class A common stock (the “exchange ratio”). Initially, the exchange ratio equaled one, so that each Newmark Holdings limited partnership interest was exchangeable for one Newmark Class A common stock; however, the exchange ratio is subject to adjustment. For example, for reinvestment, acquisition or other purposes, Newmark has determined on a quarterly basis to distribute to its stockholders a smaller percentage 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 Original Separation and Distribution Agreement provides that the exchange ratio will be reduced to reflect the re-investment of cash by Newmark into Newmark Opco as a result of the distribution of such smaller percentage, after the payment of taxes. As of December 31, 2018, the exchange ratio equaled 0.9793. As part of the Separation described above, BGC contributed its interests in both BPF and Real Estate LP to Newmark Initial Public Offering 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 was 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 what was then Newmark’s 234.2 million fully diluted shares outstanding. Debt 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 year ended December 31, 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. On June 19, 2018, Newmark repaid $152.9 million, and on September 26, 2018, Newmark repaid $113.2 million of the Converted Term Loan Exchangeable Preferred Partnership Units and Forward Contracts 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 September 4, 2018, BGC U.S. OpCo loaned to Newmark OpCo $112.5 million pursuant to the Intercompany Credit Agreement, which bears an annual interest rate of 6.5%. Newmark OpCo used the proceeds to repay the 2042 Promissory Note assumed by it in connection with the Separation. In addition, on September 5, 2018, BGC redeemed the outstanding $112.5 million aggregate principal amount of the 8.125% BGC Senior Notes. On November 6, 2018, Newmark repaid the $112.5 million promissory note under the Intercompany Credit Agreement using proceeds from the sale of its 6.125% Senior Notes. 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 November 23, 2018, Newmark repaid the outstanding principal amount of $300.0 million under the 2019 Promissory Note using primarily proceeds from the sale of its 6.125% Senior Notes. 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 provided 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. As of November 7, 2018, all borrowings outstanding under the Intercompany Credit Agreement had been repaid. On November 28, 2018, Newmark entered into a credit agreement by and among Newmark, the several financial institutions from time to time party thereto, as Lenders, and Bank of America N.A., as administrative agent (the “Credit Agreement”). The Credit Agreement provides for a $250.0 million three-year unsecured senior revolving credit facility (the “Credit Facility”). As of December 31, 2018, there were no borrowings outstanding under the new Credit Agreement. Borrowings under the Credit Facility will bear an annual interest equal to, at Newmark’s option, either (a) LIBOR for specified periods, or upon the consent of all Lenders, such other period that is 12 months or less, plus an applicable margin, or (b) a base rate equal to the greatest of (i) the federal funds rate plus 0.5%, (ii) the prime rate as established by the administrative agent, and (iii) one-month LIBOR plus 1.0%. The applicable margin is 200 basis points with respect to LIBOR borrowings in (a) above and can range from 0.25% to 1.25% higher, depending upon Newmark’s credit rating. The Credit Facility also provides for an unused facility fee. On November 6, 2018, Newmark completed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023 (the “6.125% Senior Notes”). The 6.125% Senior Notes were priced at 98.937% to yield 6.375%. The 6.125% Senior Notes, which were priced on November 1, 2018, were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933 (see Note 31 – Subsequent Events). The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023. The initial carrying amount of the 6.125% Senior Notes was $537.6 million, net of debt issue costs of $6.3 million and net of debt discount of $5.8 million. Newmark uses the effective interest rate method to amortize the debt discount over the life of the loan. Newmark amortized $0.2 million of debt issue costs during the year ended December 31, 2018. Newmark uses the straight-line method to amortize these debt issue costs over the life of the loan. Newmark amortized $0.2 million of debt discount during the year ended December 31, 2018. Newmark recorded interest expense related to the 6.125% Senior Notes of $5.5 million during the year ended December 31, 2018. On November 30, 2018 Newmark entered into an unsecured credit agreement (the “Cantor Credit Agreement”) with Cantor Fitzgerald, L.P. (“CFLP”). The Cantor Credit Agreement provides for each party to issue loans to the other party in the lender’s discretion. Pursuant to the Cantor Credit Agreement, the parties and their respective subsidiaries (with respect to CFLP, other than BGC and its subsidiaries) may borrow up to an aggregate principal amount of $250 million from each other from time to time at an interest rate which is higher to CFLP’s or Newmark’s short-term borrowing rate then in effect, plus 1.0%. BGC’s Investment in Newmark Holdings 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 in Newmark Holdings”). 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 26 – Related Party Transactions for additional information. Nasdaq Monetization Transactions 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 in the transaction included $750.0 million in cash paid upon closing and 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. In connection with the Nasdaq Earn-Out, Newmark received 992,247 shares of Nasdaq common stock during the year ended December 31, 2018 and 992,247 shares of Nasdaq common stock during the year ended December 31, 2017. Newmark will recognize the remaining Earn-Out of up to 8,930,223 shares of Nasdaq common stock ratably over the next approximately 9 years, provided that Nasdaq, as a whole, produces at least $25.0 million in gross revenues each year. During the year ended December 31, 2018, Newmark sold 1,142,247 of the Nasdaq shares. In November of 2017, Newmark sold 242,247 shares and had 600,000 shares remaining in connection with the Nasdaq Earn-out as of December 31, 2018. Exchangeable Preferred Partnership Units and Forward Contracts On June 18, 2018 and September 26, 2018, Newmark’s principal operating subsidiary, Newmark OpCo, issued approximately $175 million and $150 million of EPUs, respectively, in private transactions to RBC (the “Newmark OpCo Preferred Investment”). Newmark received $152.9 million and $113.2 million of cash in the second and third quarter, respectively, of 2018 with respect to these transactions. The EPUs were issued in four 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 each of the fourth quarters of 2019 through 2022 for each of the respective four tranches. As the EPUs represent equity ownership of a consolidated subsidiary of Newmark, they have been included in Noncontrolling interests on the consolidated statements 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 consolidated statements of changes in equity and are reductions to Net income (loss) available to common stockholders for the purpose of calculating earnings per share. Contemporaneously with the issuance of the EPUs, the newly formed special purpose vehicle entities (the “SPVs”) that are consolidated subsidiaries of Newmark, entered into four variable postpaid forward contracts with RBC (together, the "RBC Forwards"). The SPVs are indirect subsidiaries of Newmark whose sole asset is the Nasdaq share Earn-Outs for 2019 through 2022.The RBC Forwards provide 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 7— Marketable Securities), in each of the fourth quarters of 2019 through 2022 in exchange for either cash or redemption of the EPUs, solely at Newmark’s option. The Nasdaq Earn-Out is related to BGC’s sale of its electronic benchmark U.S. Treasury platform (“eSpeed”) business to Nasdaq, Inc. (“Nasdaq”) on June 28, 2013. The purchase consideration consisted of $750.0 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 $25.0 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 Forwards provide Newmark with the ability to redeem the EPUs for Nasdaq stock, and these instruments are not legally detachable, they represent single financial instruments. The financial instruments’ 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 instruments, and, therefore, it represents an embedded derivative that is required to be bifurcated and recorded at fair value on Newmark’s consolidated balance sheets, with all changes in fair value recorded as a component of “Other income, net” on Newmark’s consolidated statements of operations. See Note 11 — Derivatives for additional information. The Spin-Off On November 30, 2018, BGC completed the Spin-Off to its stockholders of all of the shares of Newmark’s common stock owned by BGC as of immediately prior to the effective time of the Spin-Off, with shares of our Class A common stock distributed to the holders of shares of BGC’s Class A common stock (including directors and executive officers of BGC Partners) of record as of the close of business on November 23, 2018 (the “Record Date”), and shares of Newmark’s Class B common stock distributed to the holders of shares of BGC’s Class B common stock (consisting of Cantor and CF Group Management, Inc. (“CFGM”)) of record as of the close of business on the Record Date. Based on the number of shares of BGC common stock outstanding as of the close of business on the Record Date, BGC’s stockholders as of the Record Date received in the Distribution 0.463895 of a share of Newmark Class A common stock for each share of BGC Class A common stock held as of the Record Date, and 0.463895 of a share of Newmark Class B common stock for each share of BGC Class B common stock held as of the Record Date. BGC Partners stockholders received cash in lieu of any fraction of a share of Newmark common stock that they otherwise would have received in the Distribution. Prior to and in connection with the Spin-Off, 14.8 million Newmark Holdings Units held by BGC were exchanged into 9.4 million shares of Newmark Class A common stock and 5.4 million shares of Newmark Class B common stock, and 7.0 million Newmark OpCo Units held by BGC were exchanged into 6.9 million shares of Newmark Class A common stock. These Newmark Class A and Class B shares of common stock were included in the Spin-Off to BGC’s stockholders. In the aggregate, BGC distributed 131,886,409 shares of Newmark Class A common stock and 21,285,537 shares of our Class B common stock to BGC’s stockholders in the Distribution. These shares of our common stock collectively represented approximately 94% of the total voting power of our outstanding common stock and approximately 87% of the total economics of Newmark outstanding common stock in each case as of the Distribution Date. On November 30, 2018, BGC Partners also caused its subsidiary, BGC Holdings, L.P. (“BGC Holdings”), to distribute pro rata (the “BGC Holdings distribution”) all of the 1,458,931 exchangeable limited partnership units of Newmark Holdings, L.P. (“Newmark Holdings”) held by BGC Holdings immediately prior to the effective time of the BGC Holdings distribution to its limited partners entitled to receive distributions on their BGC Holdings units (including Cantor and executive officers of BGC) who were holders of record of such units as of the Record Date. The Newmark Holdings units distributed to BGC Holdings partners in the BGC Holdings distribution are exchangeable for shares of Newmark Class A common stock, and in the case of the 449,917 Newmark Holdings units received by Cantor also into shares of Newmark Class B common stock, at the applicable exchange ratio (subject to adjustment). As of December 31, 2018, the exchange ratio was 0.9793 shares of Newmark common stock per Newmark Holdings unit. Following the Spin-Off and the BGC Holdings distribution, BGC Partners ceased to be Newmark’s controlling stockholder, and BGC and its subsidiaries no longer held any shares of Newmark common stock or other equity interests in it or its subsidiaries. Cantor continues to control Newmark and its subsidiaries following the Distribution and the BGC Holdings distribution. Prior to the Distribution, 100% of the outstanding shares of Newmark Class B common stock were held by BGC. Because 100% of the outstanding shares of BGC Class B common stock were held by Cantor and CFGM as of the Record Date, 100% of the outstanding shares of our Class B common stock were distributed to Cantor and CFGM in the Distribution. As of the Distribution Date, shares of our Class B common stock represented 57.8% of the total voting power of the outstanding Newmark common stock and 12.1% of the total economics of the outstanding Newmark common stock. Cantor is controlled by CFGM, its managing general partner, and, ultimately, by Howard W. Lutnick, who serves as Chairman of Newmark. Mr. Lutnick is also the Chairman of the Board of Directors and Chief Executive Officer of BGC Partners and Cantor and the Chairman and Chief Executive Officer of CFGM, as well as the trustee of an entity that is the sole shareholder of CFGM. Stephen M. Merkel, our Chief Legal Officer and Executive Vice President, serves as Executive Vice President, General Counsel and Assistant Secretary of BGC Partners, and is employed as Executive Managing Director, General Counsel and Secretary of Cantor. (a) Newmark’s 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 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 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 consolidated financial statements are presented as if Newmark had operated on a stand-alone basis for all periods presented. During the year ended December 31, 2018, Newmark changed the line item formerly known as “Allocations of net income and grant of exchangeability to limited partnership units and FPUs” to “Allocations of net income and grant of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statement of operations. Newmark also changed “Gains from mortgage banking activities, net” to “Gains from mortgage banking activities/orginations, net” during the year ended December 31, 2018. The line item “Warehouse notes payable” was changed to “Warehouse facilities collateralized by U.S. Government Sponsored Enterprises” during the year ended December 31, 2018. Reclassifications have been made to previously reported amounts to conform to the current presentation. 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. Accordingly, the financial results of Newmark have been retrospectively adjusted to include the financial results of BPF in the 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. As of October 15, 2018, ARA, Berkeley Point, NKF Capital Markets, and Newmark Cornish & Carey all operate under the name “Newmark Knight Frank”. The following tables summarize the impact of the Berkeley Point Acquisition on Newmark’s consolidated statements of operations for the year ended December 31, 2016 (in thousands): Year Ended December 31, 2016 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 45,295 $ 125,910 $ 171,205 Consolidated net income 41,382 125,830 167,212 Net loss attributable to noncontrolling interests (1,189 ) — (1,189 ) Net income available to common stockholders $ 42,571 $ 125,830 $ 168,401 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 26—Related Party Transactions), representing valid receivables and liabilities of Newmark, which are periodically cash settled, have been included in the consolidated financial statements as either receivables to or payables from related parties. Additio |
Limited Partnership Interests
Limited Partnership Interests | 12 Months Ended |
Dec. 31, 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. In addition, Newmark OpCo issued approximately $325 million of exchangeable preferred limited partnership units in private transactions to RBC (see Note 1—Organization and Basis of Presentation Immediately prior to the completion of the IPO, Newmark entered into the Original Separation and Distribution Agreement with Cantor, BGC, BGC Holdings and BGC OpCo. As a result of the Original 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 held a BGC Holdings limited partnership interest and a corresponding Newmark Holdings limited partnership interest, which was 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 a number of Newmark Class A common stock (the “exchange ratio”)). 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 Original 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. As of December 31, 2018, the exchange ratio equaled 0.9793. Redeemable Partnership Interest Founding/working partners have a limited partnership interest in BGC Holdings and Newmark Holdings. Holders of High Distribution Units (“HDUs”) have limited partnership interests in Newmark Holdings with a capital account. Newmark accounts for founding/working partner units (“FPUs”) and HDUs outside of permanent capital, as “Redeemable partnership interest,” in Newmark’s consolidated balance sheets. This classification is applicable to FPUs and HDUs 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. FPUs 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 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”). Prior to the Original Separation and Distribution Agreement, certain employees of both BGC and Newmark received limited partnership units in BGC Holdings. As a result of the Original Separation and Distribution Agreement, these employees were distributed limited partnership units in Newmark Holdings equal to a BGC Holdings limited partnership unit multiplied by the contribution ratio. Subsequent to the Original Separation and Distribution Agreement, BGC employees only r eceive limited partnership units in BGC Holdings and Newmark employees only receive limited partnership units in Newmark Holdings. 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 and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. Following the Spin-Off, the quarterly allocations of net income on BGC Holdings and Newmark Holdings limited partnership units held by Newmark employees are reflected as a component of compensation expense under “Allocations of net income and grant of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations, and the quarterly allocations of net income on Newmark Holdings limited partnership units held by BGC employees are reflected as a component of “Net income (loss) attributable to noncontrolling interests” in Newmark’s 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 Newmark’s consolidated statements of operations as part of “Compensation and employee benefits.” Certain Newmark employees hold preferred partnership units (“Preferred Units”). Each quarter, the net profits of 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 into Newmark’s Class A common stock 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 and FPUs and issuance of common stock” in Newmark’s 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 Newmark’s 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 (loss) attributable to noncontrolling interests” in Newmark’s consolidated statements of operations. BGC Units Prior to the Spin-Off, BGC and its operating subsidiaries held limited partnership interests in Newmark Holdings. Such BGC units were reflected as a component of “noncontrolling interests” in Newmark’s consolidated balance sheets. BGC received allocations of net income (loss), which were cash distributed on a quarterly basis and were reflected as a component of net income (loss) attributable to noncontrolling interests in Newmark’s consolidated statements of operations. In conjunction with the Spin-Off, such units were either exchanged for shares of Newmark Class A and Class B shares that were distributed to BGC Stockholders in the Spin-Off, or distributed to the partners of BGC Holdings in the BGC Holdings distribution (See Note 1 – Organizational and Basis of Presentation.) Exchangeable Preferred Limited Partnership Units RBC holds approximately $325.0 million of EPUs in Newmark OpCo, as a result of the Newmark OpCo Preferred Investment. The EPUs were issued in four 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 each of the fourth quarters of 2019 through 2022 for each of the four tranches, respectively. As the EPUs represent equity ownership of a consolidated subsidiary of Newmark, they have been included in “Noncontrolling interests” on the 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 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 and/or Newmark Class A common stock, and additional limited partnership interests may become exchangeable for BGC and/or Newmark Class A common stock. In addition, limited partnership interests held by Cantor in Newmark Holdings are generally exchangeable for up to 23.7 million shares of Newmark Class B common stock. Following the IPO and prior to the Spin-Off, 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 was required to 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 .4545), and at the time of the Spin-Off, the distribution ratio equaled 0.463895. 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 Original Separation and Distribution Agreement (together referred to as “standalone”) into BGC Class A or Class B common stock was contingent upon the Spin-Off. Following the Spin-Off, a partner or Cantor is no longer required to have paired BGC Holdings and Newmark Holdings limited partnership interests to exchange into Newmark Class A or Class B Common Stock. Subsequent to the Spin-Off, limited partnership interests in BGC Holdings held by a partner or Cantor may become exchangeable for BGC Class A or Class B common stock on a one-for-one basis, and limited partnership interests in Newmark Holdings held by a partner or Cantor may become exchangeable for a number of Newmark Class A or Class B common stock equal to the number of limited partnership interests multiplied by the then exchange ratio. 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 (loss) attributable to noncontrolling interests” in Newmark’s 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 (loss) 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 | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (3) Use of Estimates: The preparation of Newmark’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities in Newmark’s consolidated financial statements. Management believes that the estimates utilized in preparing these consolidated financial statements are reasonable. Estimates, by their nature, are based on judgment and available information. Actual results could differ materially from the estimates included in Newmark’s consolidated financial statements. 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 consolidated 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 8—Investments for additional information. Revenue Recognition: The accounting policy changes are attributable to the adoption of ASU No. 2014-09, Revenue from contracts with Customers Commissions: Commissions from real estate brokerage transactions are typically recognized at a point in time on the date the lease is signed, if deemed not subject to significant reversal. The date the lease is signed represents the transfer of control and satisfaction of the performance obligation as the tenant has been secured. Commission payments may be due entirely upon lease execution or may be paid in installments upon the resolution of a future contingency (e.g. tenant move-in or payment of first month’s rent). Commission revenues from sales brokerage transactions are recognized at the time the service has been provided and the commission becomes legally due, except when future contingencies exist. In most cases, close of escrow or transfer of title is a future contingency, and revenue recognition is deferred until all contingencies are satisfied. Gains from Mortgage Banking Activities/Originations, net: Gains from mortgage banking activities/originations, net are recognized when a derivative asset or liability is recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The derivative is recorded at fair value and includes loan origination fees, sales premiums and the estimated fair value of the expected net servicing cash flows. Gains from mortgage banking activities/originations, net are recognized net of related fees and commissions to third-party brokers. Management Services, Servicing Fees and Other: Management services revenues include property management, facilities management and project management. Management fees are recognized at the time the related services have been performed, unless future contingencies exist. In addition, in regard to 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 amounts which are to be reimbursed per the terms of the services contract 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 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 it 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. 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. Servicing fees are earned for servicing mortgage loans and are recognized on an accrual basis over the lives of the related mortgage loans. Also included in servicing fees are the fees earned on prepayments, interest and placement fees on borrowers’ escrow accounts and other ancillary fees. Other revenues include interest income on warehouse notes receivable. Fees to Related Parties: Newmark is allocated costs from Cantor and BGC for back-office services provided by Cantor and BGC and their affiliates, including occupancy of office space, utilization of fixed assets, accounting, operations, human resources and legal services and information technology. Fees are expensed as they are incurred. Other Income, Net: Other income, net comprises gains or losses recorded in connection with changes in fair value of contingent consideration in connection with entities acquired, gains and losses associated with the Nasdaq monetization transactions and the movement of mark-to market and/or hedge on marketable securities that are classified as trading securities (see Note 7—Marketable Securities), Newark’s pro-rata share for equity method investments which Newmark has significant influence but not a controlling interest (see Note 8—Investments), movements related to the impact of any unrealized non-cash mark-to-market gains or losses related to the RBC Forward agreement, unrealized gains relating to investments carried under the measurement alternative, and realized losses on the accretion of contingent consideration (see Note 25—Fair Value of Financial Assets and Liabilities). 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 (See Note 12 – Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit). 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 years ended December 31, 2018, 2017 and 2016, Newmark recognized revenues as follows (in thousands): Year Ended December 31, 2018 2017 2016 Leasing and other commissions $ 817,435 $ 616,980 $ 513,812 Capital markets 468,904 397,736 335,607 Gains from mortgage banking activities/origination, net 182,264 206,000 193,387 Management services, servicing fees and other 578,976 375,734 307,177 Revenues $ 2,047,579 $ 1,596,450 $ 1,349,983 Fair Value: U.S. GAAP guidance defines fair value as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and further expands disclosures about such fair value measurements. The 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 or 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. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Cash and Cash Equivalents: Newmark considers all highly liquid investments with original maturities of 90 days or less at the date of acquisition to be cash equivalents. Cash and cash equivalents are held with banks as deposits. Marketable Securities: Marketable securities comprise securities held for investment purposes and are accounted for in accordance with U.S. GAAP guidance, Investments—Debt and Equity Securities. Marketable securities are classified as trading securities and accordingly are measured at fair value with any changes in fair value recognized currently in earnings and included in “Other income, net” in Newmark’s consolidated statements of operations. See Note 7 – Marketable Securities for additional information. Investments: Newmark’s investments, in which it has significant influence but not a controlling interest and of which it is not the primary beneficiary, are accounted for under the equity method. Newmark’s consolidated financial statements include the accounts of Newmark and its wholly owned and majority owned subsidiaries. Newmark’s policy is to consolidate all entities of which it owns more than 50% unless it does not have control over the entity. In accordance with U.S. GAAP guidance, Consolidation of Variable Interest Entities, Newmark also combines any variable interest entities (“VIEs”) of which it is the primary beneficiary. Loans Held for Sale, at Fair Value (“LHFS”): Newmark maintains multifamily and commercial mortgage loans for the purpose of sale to Government Sponsored Enterprises (“GSEs”). Prior to funding, Newmark enters into an agreement to sell the loans to third-party investors at a fixed price. During the period prior to sale, interest income is calculated and recognized in accordance with the terms of the individual loan. LHFS are recorded at fair value, as Newmark has elected the fair value option. The primary reasons Newmark has elected to account for loans backed by commercial real estate under the fair value option are to better offset the change in fair value of the loan and the change in fair value of the derivative instruments used as economic hedges. Derivative Financial Instruments: Newmark has loan commitments to extend credit to third parties. The commitments to extend credit are for mortgage loans at a specific rate (rate lock commitments). These commitments generally have fixed expiration dates or other termination clauses and may require a fee. Newmark is committed to extend credit to the counterparty as long as there is no violation of any condition established in the commitment contracts. Newmark simultaneously enters into a commitment to deliver such mortgages to third-party investors at a fixed price (forward sale contracts). Newmark entered into four variable postpaid forward contracts as a result of the RBC Forward. These contracts qualify as derivative financial instruments. The commitment to extend credit, the forward sale commitment and RBC Forwards qualify as derivative financial instruments. Newmark recognizes all derivatives on its consolidated balance sheets as assets or liabilities measured at fair value. The change in the derivatives fair value is recognized in current period earnings. Mortgage Servicing Rights, net (“MSR”): Newmark initially recognizes and measures the rights to service mortgage loans at fair value and subsequently measures them using the amortization method. Newmark recognizes rights to service mortgage loans as separate assets at the time the underlying originated mortgage loan is sold, and the value of those rights is included in the determination of the gains on loans held for sale. Purchased MSRs, including MSRs purchased from CCRE, are initially recorded at fair value, and subsequently measured using the amortization method. Newmark receives up to a 3-basis point servicing fee and/or up to a 1-basis point surveillance fee on certain Freddie Mac loans after the loan is securitized in a Freddie Mac pool (Freddie Mac Strip). The Freddie Mac Strip is also recognized at fair value and subsequently measured using the amortization method, but is recognized as a MSR at the securitization date. MSRs are assessed for impairment, at least on an annual basis, based upon the fair value of those rights as compared to the amortized cost. Fair values are estimated using a valuation model that calculates the present value of the future net servicing cash flows. In using this valuation method, Newmark incorporates assumptions that management believes market participants would use in estimating future net servicing income. It is reasonably possible that such estimates may change. Newmark amortizes the mortgage servicing rights in proportion to, and over the period of, the projected net servicing income. For purposes of impairment evaluation and measurement, Newmark stratifies MSRs based on predominant risk characteristics of the underlying loans, primarily by investor type (Fannie Mae/Freddie Mac, FHA/GNMA, CMBS and other). To the extent that the carrying value exceeds the fair value of a specific MSR strata, a valuation allowance is established, which is adjusted in the future as the fair value of MSRs increases or decreases. Reversals of valuation allowances cannot exceed the previously recognized impairment up to the amortized cost. Receivables, Net: Newmark has accrued commission’s receivable from real estate brokerage transactions and management services and servicing fee receivables from contractual management assignments. Receivables are presented net of allowance for doubtful accounts of $16.3 million and $16.0 million as of December 31, 2018 and 2017, respectively. The allowance is based on management’s estimate and is reviewed periodically based on the facts and circumstances of each outstanding receivable. Fixed Assets, Net: Fixed assets are carried at cost net of accumulated depreciation and amortization. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets. The costs of additions and improvements are capitalized, while maintenance and repairs are expensed as incurred. Fixed assets are depreciated over their estimated useful lives as follows: Leasehold improvements and other fixed assets shorter of the remaining term of lease or useful life Software, including software development costs 3-5 years straight-line Computer and communications equipment 3-5 years straight-line Long-Lived Assets: Newmark periodically evaluates potential impairment of long-lived assets and amortizable intangibles, when a change in circumstances occurs, by applying the concepts of U.S. GAAP guidance, Accounting for the Impairment or Disposal of Long-Lived Assets, and assessing whether the unamortized carrying amount can be recovered over the remaining life through undiscounted future expected cash flows generated by the underlying assets. If the undiscounted future cash flows were less than the carrying value of the asset, an impairment charge would be recorded. The impairment charge would be measured as the excess of the carrying value of the asset over the present value of estimated expected future cash flows using a discount rate commensurate with the risks involved. Goodwill and Other Intangible Assets, Net: Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination. As prescribed in U.S. GAAP guidance, Intangibles—Goodwill and Other, goodwill and other indefinite-lived intangible assets are not amortized, but instead are periodically tested for impairment. Newmark reviews goodwill and other indefinite-lived intangible assets for impairment on an annual basis during the fourth quarter of each fiscal year or whenever an event occurs or circumstances change that could reduce the fair value of a reporting unit below its carrying amount. When reviewing goodwill for impairment, Newmark first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. There was a $6.3 million impairment charge recognized for Newmark’s indefinite-lived intangible assets other than goodwill for the year ended December 31, 2017, and no impairment of indefinite-lived intangible assets other than goodwill was deemed necessary for the years ended December 31, 2018 and 2016. Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives. Definite-lived intangible assets arising from business combinations include trademarks and trade names, contractual and non-contractual customers, non-compete agreements and brokerage backlog. Financial Guarantee Liability: Newmark recognizes a liability in connection with the guarantee provided to Fannie Mae under the Delegated Underwriting and Servicing Program (“DUS”) and Freddie Mac under the Targeted Affordable Housing Program (“TAH”). The financial guarantee liability requires Newmark to make payments to the guaranteed party based on the borrower’s failure to meet its obligations. The liability is adjusted through provisions charged or reversed through operations. The financial guarantee liability is included in “Other long-term liabilities” on Newmark’s consolidated balance sheets. Transfer of Financial Assets: Newmark originates its commercial mortgage loans primarily for the GSEs’ distribution channels, which generally involve (a) Freddie Mac purchasing Newmark’s loans for cash, (b) Fannie Mae securitizing Newmark’s loans into a mortgage-backed security (“MBS”) guaranteed by Fannie Mae, (c) FHA guaranteeing the credit risk of Newmark’s loans or (d) Ginnie Mae securitizing Newmark’s loans into an MBS. MBS are collateralized by the loan and Ginnie Mae selling the MBS for cash. As part of its origination activities, Newmark accounts for the transfer of financial assets in accordance with U.S. GAAP guidance for Transfer and Servicing. In accordance with this guidance, the transfer of financial assets between two entities must meet the following criteria for derecognition and sale accounting: • The transfer must involve a financial asset, group of financial assets or a participating interest; • The financial assets must be isolated from the transferor and its consolidated affiliates as well as its creditors; • The transferee or beneficial interest holders must have the right to pledge or exchange the transferred financial assets; and • The transferor may not maintain effective control of the transferred assets. Newmark determined that all loans sold during the periods presented met these specific conditions and accounted for all transfers of loans held for sale as completed sales. Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises Warehouse facilities collateralized by U.S. Government Sponsored Enterprises are borrowings under warehouse line agreements. The carrying amounts approximate fair value due to the short-term maturity of these instruments. Outstanding borrowings against these lines are collateralized by an assignment of the underlying mortgages, reflected as loans held for sale, at fair value on Newmark’s consolidated balance sheets and third-party purchase commitments. The borrowing rates on the warehouse lines are based on short-term LIBOR plus applicable margins. Accordingly, the warehouse facilities collateralized by U.S. Government Sponsored Enterprises are typically classified within Level 2 of the fair value hierarchy. The facilities are generally repaid within a 45-day period when Freddie Mac buys the loans or upon settlement of the Fannie Mae or Ginnie Mae mortgage-backed securities, while Newmark retains servicing rights. Income Taxes: Newmark accounts for income taxes 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 basis differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis. 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, rather than the partnership entity. As such, the partners’ tax liability or benefit is not reflected in Newmark’s consolidated financial statements. The tax-related assets, liabilities, provisions or benefits included in Newmark’s consolidated financial statements also reflect the results of the entities that are taxed as corporations, either in the U.S. or in foreign jurisdictions. Newmark’s income taxes as presented are calculated on a separate return basis for the periods prior to the Spin-Off and have historically been included in BGC’s U.S. federal and state tax returns or separate non-U.S. jurisdictions tax returns. Subsequent to the Spin-Off, Newmark will file its own stand-alone tax returns for its operations within these jurisdictions. The 2018 tax results reflect both the pre and post spin periods and, as such, Newmark’s tax results as presented are not necessarily reflective of the results that Newmark would have generated on a stand-alone basis. Newmark provides for uncertain tax positions based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. Management is required to determine whether a tax position is more likely than not to be sustained upon examination by tax authorities, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Because significant assumptions are used in determining whether a tax benefit is more likely than not to be sustained upon examination by tax authorities, actual results may differ from Newmark’s estimates under different assumptions or conditions. Newmark recognizes interest and penalties related to uncertain tax positions in “Provision for income taxes” in Newmark’s consolidated statements of operations. A valuation allowance is recorded against deferred tax assets if it is deemed more likely than not that those assets will not be realized. In assessing the need for a valuation allowance, Newmark considers all available evidence, including past operating results, the existence of cumulative losses in the most recent fiscal years, estimates of future taxable income and the feasibility of tax planning strategies. The measurement of current and deferred income tax assets and liabilities is based on provisions of enacted tax laws and involves uncertainties in the application of tax regulations in the U.S. and other tax jurisdictions. Because Newmark’s interpretation of complex tax law may impact the measurement of current and deferred income taxes, actual results may differ from these estimates under different assumptions regarding the application of tax law. On December 22, 2017, the SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for tax effects of the 2017 Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the 2017 Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the 2017 Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the 2017 Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate to be included in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provision of the tax laws that were in effect immediately before the enactment of the 2017 Tax Act. While Newmark is able to make a reasonable estimate of the impact of the reduction in the corporate rate, the final impact of the 2017 Tax Act may differ from these estimates, due to, among other things, changes in interpretations, additional guidance that may be issued, unexpected negative changes in business and market conditions that could reduce certain tax benefits, and actions taken by Newmark as a result of the 2017 Tax Act. Equity-Based and Other Compensation: Newmark accounts for equity-based compensation under the fair value recognition provisions. Equity-based compensation expense recognized during the period is based on the value of the portion of equity-based payment awards that is ultimately expected to vest. The grant-date fair value of equity-based awards is amortized to expense ratably over the awards’ vesting periods. As equity-based compensation expense recognized in the Newmark’s consolidated statements of operations is based on awards ultimately expected to vest, it has been reviewed for estimated forfeitures. Further, forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Restricted Stock Units: Restricted stock units (“RSUs”) provided to certain Newmark employees by BGC and are accounted for as equity awards, and in accordance with U.S. GAAP Newmark is required to record an expense for the portion of the RSUs that is ultimately expected to vest. The grant-date fair value of RSUs is amortized to expense ratably over the awards’ vesting periods. The amortization is reflected as non-cash equity-based compensation expense in Newmark’s consolidated statements of operations. Limited Partnership Units: Limited partnership units in BGC Holdings and Newmark Holdings are held by Newmark employees and 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 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 and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. Certain of these limited partnership units entitle the holders to receive post-termination payments equal to the notional amount in four equal yearly installments after the holder’s termination. These limited partnership units are accounted for as post-termination liability awards under U.S. GAAP guidance, which requires that Newmark record an expense for such awards based on the change in value at each reporting period and include the expense in the Newmark’s consolidated statements of operations as part of “Compensation and employee benefits.” The liability for limited partnership units with a post-termination payout amount is included in “Accrued compensation” on the Newmark’s consolidated balance sheets. Certain limited partnership units held by Newmark employees are granted exchangeability into Class A common stock. At the time exchangeability is granted, Newmark recognizes an expense based on the fair value of the award on that date, which is included in “Allocations of net income and grants of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. BGC and Newmark have also awarded Preferred Units held by Newmark employees. 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 the Preferred Distribution, which is deducted before the calculation and distribution of the quarterly partnership distribution for the remaining partnership units. 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 into BGC or Newmark Class A common stock and are only entitled to the Preferred Distribution, and accordingly they 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 grants of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. Redeemable Partnership Interests: Redeemable partnership interest represents limited partnership interests in Newmark Holdings held by founding/working partners and HDU holders. (See Note 2—Limited Partnership Interests for additional information related to redeemable partnership interest.) Loans, Forgivable Loans and Other Receivables from Employees and Partners: Newmark has entered into various agreements with certain of its employees and partners whereby these individuals receive loans which may be either wholly or in part repaid from the distribution earnings that the individual receives on some or all of their limited partnership units 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 loan. 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. Management reviews the loan balances each reporting period for collectability. If Newmark determines that the collectability of a portion of the loan balances is not expected, Newmark recognizes a reserve against the loan balance. This reserve is included in “compensation and employee benefits” in Newmark’s consolidated statements of operations. Noncontrolling Interests: Noncontrolling interests represent third-party, Cantor’s and BGC’s (prior to the Spin-Off) ownership interests in Newmark’s consolidated subsidiaries and EPUs (see Note 1 – Organization and Basis of Presentation) and are included on Newmark’s consolidated balance sheets. Cantor and BGC units receive allocations of net income (loss), which are cash distributed on a quarterly basis and are reflected as a component of “Net income (loss) attributable to noncontrolling interests” in Newmark’s consolidated statements of operations. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 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. In July 2018, Newmark completed the acquisition of two additional IRR offices (Denver and Pasadena) as well as Dallas based Jackson & Cooksey, Inc., a nationally known corporate tenant representation real estate business. In September 2018, Newmark completed the acquisition of RKF Retail Holdings, LLC (“RKF”). RKF is a leading independent real estate firm in North America specializing in retail leasing, investment sales and consulting services. In December 2018, Newmark completed the acquisition of New York-based MiT National Land Services, LLC, a national title agency. For the year ended December 31, 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 Cash and cash equivalents $ 1,110 Goodwill 42,188 Receivables, net 50,731 Fixed Assets, net 1,276 Other intangible assets, net 4,677 Other assets 2,894 Total assets 102,876 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 15,937 Accrued compensation 26,765 Total liabilities 42,702 Net assets acquired $ 60,174 The total consideration for acquisitions during the year ended December 31, 2018 was approximately $62.9 million in total fair value, comprised of cash and Newmark Holdings limited partnership units. The total consideration included contingent consideration of approximately 465,316 Newmark’s Holding partnership units (with an acquisition date fair value of approximately $6.2 million), restricted stock of approximately 216,900 (with an acquisition date fair value of approximately $3.1 million) and $8.6 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 $42.2 million, of which $28.6 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 consolidated financial statements subsequent to their respective dates of acquisition, which in aggregate contributed $28.5 million to Newmark’s revenue for the year ended December 31, 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 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, Wilmington, 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 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 | 12 Months Ended |
Dec. 31, 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 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 and September 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 available to common stockholders for the calculation of Newmark’s Basic earnings per share and Fully diluted earnings per share. The following is the calculation of Newmark’s basic EPS (in thousands, except per share data): Year Ended December 31, 2018 2017 2016 Basic earnings per share: Net income available to common stockholders (1) $ 101,641 $ 144,492 $ 168,401 Basic weighted-average shares of common stock outstanding 157,256 133,413 N/A Basic earnings per share $ 0.65 1.08 N/A 1. In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 2018. Fully diluted EPS is calculated utilizing Net income 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 Newmark common stock to the extent the related units are dilutive 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 Newmark 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): Year Ended December 31, 2018 2017 (1) 2016 Fully diluted earnings per share Net income available to common stockholders $ 101,641 $ 144,492 $ 168,401 Allocations of net income to limited partnership interests in Newmark Holdings, net of tax 3,930 (27,275) N/A Net income for fully diluted shares $ 105,571 117,217 N/A Weighted-average shares: Common stock outstanding 157,256 133,413 N/A Partnership units (2) 5,717 4,725 N/A Other 837 260 N/A Fully diluted weighted-average shares of common stock outstanding 163,810 138,398 N/A Fully diluted earnings per share $ 0.64 0.85 N/A 1 Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. 2 Partnership units collectively include founding/working partner units, limited partnership units, and Cantor and BGC units (see Note 2—Limited Partnership Interests for more information). For the year ended December 31, 2018, approximately 95.2 |
Stock Transactions and Unit Red
Stock Transactions and Unit Redemptions | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stock Transactions and Unit Redemptions | (6) Stock Transactions and Unit Redemptions Class A Common Stock As of December 31, 2018, Newmark has two classes of authorized common stock: Class A common stock and Class B common stock. Each share of Class A common stock is entitled to one vote. Newmark has 1.0 billion authorized shares of Class A common stock at $0.01 par value per share. Changes in shares of Newmark’s Class A common stock outstanding for the years ended December 31, 2018 and 2017 were as follows: Year Ended December 31, 2018 2017 Shares outstanding at beginning of period 138,593,787 — Share issuances: Issuance of Class A common stock in connection with The Separation — 115,593,787 Issuance of Class A common stock for the IPO — 23,000,000 Issuance of Class A common stock in connection with The Spin-Off 16,292,623 — LPU redemption/exchange ¹ 1,709,048 — Other issuances of Class A common stock 343,135 — Issuance of Class A common stock for Newmark RSUs 27,743 — Treasury stock repurchases (50,000 ) — Shares outstanding at end of period 156,916,336 138,593,787 1. Because they were included in the Newmark’s fully diluted share count, if dilutive, any exchange of limited partnership interests into Class A common shares would not impact the fully diluted number of shares and units outstanding. Class B Common Stock Each share of Class B common stock is entitled to 10 votes and is convertible at any time into one share of Class A common stock. Newmark has 500 million authorized shares of Class B common stock at $0.01 par value per share. As of December 31, 2017, there were 15.8 million shares of Newmark’s Class B common stock outstanding. Newmark issued 5.5 million shares of Class B common stock on November 30, 2018. As of December 31, 2018, there were 21.3 million shares of Newmark’s Class B common stock outstanding. Share Repurchases On August 1, 2018, the Newmark board of directors and audit committee authorized repurchases of shares of our Class A common stock and redemptions or repurchases of limited partnership interests or other equity interests in our subsidiaries up to $200 million, increased from the $100 million that had been authorized on March 12, 2018. This authorization includes repurchases of stock or units from executive officers, other employees and partners, including of BGC and Cantor, as well as other affiliated persons or entities. From time to time, we may actively continue to repurchase shares and/or redeem units. In December 2018, we repurchased 50,000 shares of Newmark’s Class A common stock for $0.5 million. As of December 31, 2018, Newmark had approximately $199.5 million remaining from its share repurchase and unit redemption authorization. The table below represents Newmark’s share repurchase activity for the year ended December 31, 2018: Period Total Number of Shares Repurchased Average Price Paid per Unit or Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Units and Shares That May Yet Be Redeemed/ Purchased Under the Plan Repurchases ¹ October 1, 2018 - October 31, 2018 — — — — November 1, 2018 - November 30, 2018 — — — — December 1, 2018 - December 31, 2018 50,000 $ 9.73 50,000 — Total Repurchases 50,000 $ 9.73 50,000 $ 199,513,725 1. Newmark repurchased approximately 50,000 shares of its Class A common stock at an aggregate purchase price of approximately $0.5 million for an average price of $9.73 per share. Redeemable Partnership Interests The changes in the carrying amount of redeemable partnership interest for the years ended December 31, 2018 and 2017 were as follows (in thousands): Year Ended December 31, 2018 2017 Balance at beginning of period $ 21,096 $ — Transfer of IPO capital to redeemable partnership interests — 21,096 Income allocation 6,779 — Distributions of income (2,843 ) — FPU redemptions (1,101 ) — Issuance 2,239 — Balance at end of period $ 26,170 $ 21,096 |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2018 | |
Investments All Other Investments [Abstract] | |
Marketable Securities | ( 7 ) On June 28, 2013, BGC sold certain assets of its on-the-run business, 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 each during the years ended December 31, 2018 and 2017, respectively and accordingly, Newmark recognized a gain of $85.1 million and $77.0 million, respectively, which is included in “Other income, net” in Newmark’s consolidated statements of operations. Newmark will recognize the remaining Nasdaq Earn-Out of up to 8,930,223 shares of Nasdaq common stock ratably over the next approximately 9 years, provided that Nasdaq, as a whole, produces at least $25.0 million in gross revenues each year. For further information, refer to the section titled “Exchangeable Preferred Partnership Units and Forward Contract” in Note 1 – Organization and Basis of Presentation, see Note 11 – Derivatives and see Note 25 – Fair Value of Financial Assets and Liabilities. During the year ended December 31, 2018, Newmark sold 1,142,247 of the Nasdaq shares. In November of 2017, Newmark sold 242,247 shares. As of December 31, 2018, Newmark had 600,000 shares remaining in connection with the Nasdaq Earn-Out as of December 31, 2018. During the year ended December 31, 2018, the gross proceeds of the shares sold was $95.9 million. For the year ended December 31, 2018, Newmark recognized a gain on the sale of these securities of $3.3 million. Newmark also recorded an unrealized loss of $1.2 million on the mark-to-market of these securities, which is included in “Other income, net” in Newmark’s consolidated statement of operations. As of December 31, 2018 and 2017, Newmark had $48.9 million and $57.6 million, respectively, included in “Marketable securities” on its consolidated balance sheet (see Note 19—Securities Loaned). |
Investments
Investments | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments | ( 8 ) 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 years ended December 31, 2018 and 2017, Newmark recognized $2.7 million and $1.6 million, respectively. These amounts were included in “Other income, net” in its consolidated statements of operations. Investments Carried Under Measurements Alternatives Newmark had previously acquired investments for which it does not have the ability to exert significant influence over operating and financial policies. The investments are generally accounted for using the cost method of accounting 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 $53.5 million and is included in “Other assets” in Newmark’s consolidated balance sheets as of December 31, 2018. Newmark recognized a gain of $17.9 million relating to investments carried under the measurement alternative for the year ended December 31, 2018. |
Capital and Liquidity Requireme
Capital and Liquidity Requirements | 12 Months Ended |
Dec. 31, 2018 | |
Brokers And Dealers [Abstract] | |
Capital and Liquidity Requirements | ( 9 ) 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 consolidated financial statements. Management believes that, as of December 31, 2018 and December 31, 2017, Newmark has met all capital requirements. As of December 31, 2018, the most restrictive capital requirement was Fannie Mae’s net worth requirement. Newmark exceeded the minimum requirement by $322.3 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 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 December 31, 2018 and 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 December 31, 2018 and 2017, outstanding borrower advances were approximately $0.2 million and $0.1 million, respectively and are included in “Other assets” in Newmark’s consolidated balance sheets. |
Loans Held for Sale, at Fair Va
Loans Held for Sale, at Fair Value | 12 Months Ended |
Dec. 31, 2018 | |
Loans Receivable Held For Sale Net [Abstract] | |
Loans Held for Sale, at Fair Value | ( 10 ) Loans held for sale, at fair value represent originated loans that are typically financed by short-term warehouse facilities (see Note 20 – Warehouse facilities collateralized by U.S. Government Sponsored Enterprises) and sold within 45 days from the date the mortgage loan is funded. Newmark initially and subsequently measures all loans held for sale at fair value on the accompanying 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 December 31, 2018 $ 972,434 $ 990,864 December 31, 2017 360,440 362,635 As of December 31, 2018 and 2017, all of the loans held for sale were either under commitment to be purchased by Freddie Mac or had confirmed forward trade commitments for the issuance and purchase of Fannie Mae or Ginnie Mae mortgage-backed securities that will be secured by the underlying loans. As of December 31, 2018 and 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 $31.6 million, $30.6 million and $21.2 million for the years ended December 31, 2018 , 2017 and 2016, respectively. Interest income on loans held for sale is included in “Management services, servicing fees and other” in Newmark’s consolidated statements of operations. Newmark recognized gains of $18.4 million and $2.2 million, and a loss of $2.3 million for the years ended December 31, 2018, 2017 and 2016, respectively for the change in fair value on loans held for sale. These gains/losses were included in “Gains from mortgage banking activities/originations, net” in Newmark’s consolidated statements of operations. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | (1 1 ) Newmark accounts for its derivatives at fair value, and recognized all derivatives as either assets or liabilities in its 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 Newmark’s netting policy, is set forth below (in thousands): As of December 31, 2018 As of December 31, 2017 Derivative contract Assets Liabilities Notional Amounts Assets Liabilities Notional Amounts (1) Forwards $ 85,796 (1) $ 9,208 $ 1,574,114 (2) $ 3,753 $ 657 $ 541,359 Rate lock commitments 6,732 7,470 240,720 2,923 2,390 180,918 Total $ 92,528 $ 16,678 $ 1,814,834 $ 6,676 $ 3,047 $ 722,277 1) Included in Forwards in 2018 is $77.6 million of the RBC Forwards (see Note 1 – Organization and Basis of Presentation) which includes $19.0 million of unrealized gains for a change in the fair value of the RBC Forwards. 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. Included in the notional amounts of forwards is $361 million for the RBC Forwards. The change in fair value of rate lock commitments and forward sale contracts related to mortgage loans are reported as part of “Gains from mortgage banking activities, net” in Newmark’s consolidated statements of operations. The change in fair value of rate lock commitments are disclosed net of $1.7 million, $1.4 million and $0.7 million of expenses for the years ended December 31, 2018, 2017 and 2016, respectively, which are reported as part of “Compensation and employee benefits” in Newmark’s consolidated statements of operations. The table below summarizes gains and losses on derivative contracts which are included in the consolidated statements of operations for the years ended December 31, 2018, 2017 and 2016 (in thousands): Location of gain (loss) recognized For the Year Ended December 31, in income for derivatives 2018 2017 2016 Derivatives not designed as hedging instruments: RBC Forwards Other income $ 19,002 $ — $ — Rate lock commitments Gains from mortgage banking activities, net 935 1,953 284 Rate lock commitments Compensation and employee benefits (1,673 ) (1,420 ) (724 ) Forward sale contracts Gains from mortgage banking activities, net (1,031 ) 3,096 8,101 $ 17,233 $ 3,629 $ 7,661 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,” in Newmark’s consolidated balance sheets. |
Credit Enhancement Receivable,
Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit | 12 Months Ended |
Dec. 31, 2018 | |
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Abstract] | |
Credit Enhancement Receivable, Contingent Liability And Credit Enhancement Deposit | (1 2 ) 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 22—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 years ended December 31, 2018 and 2017, there were no reimbursements under the CEA. Credit enhancement receivable As of December 31, 2018, Newmark had $20.6 billion of credit risk loans in its servicing portfolio with a maximum pre-credit enhancement loss exposure of $5.8 billion. Newmark had a form of credit protection from DB Cayman on $230.7 million of credit risk loans with a maximum loss exposure coverage of $76.2 million. The amount of the maximum loss exposure without any form of credit protection from DB Cayman was $5.7 billion. As of 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 December 31, 2018, there was no Credit enhancement deposit The CEA required the DB Entities to deposit $25 million into Newmark’s Fannie Mae restricted liquidity account (see Note 9—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 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. Contingent liabilities as of December 31, 2018 and 2017 were $11.1 million and $10.7 million, respectively and are included in “Other liabilities” in Newmark’s consolidated balance sheets. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 12 Months Ended |
Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenues from Contracts with Customers | (1 3 ) 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): Year Ended December 31, 2018 Revenues from contracts with customers: Leasing and other commissions $ 817,435 Capital markets 468,904 Management services 414,447 Revenues 1,700,786 Other sources of revenue: Gains from mortgage banking activities/ originations, net (1) 182,264 Servicing fees and other (1) 164,529 Revenues $ 2,047,579 (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 tables below present the impact to Newmark’s consolidated balance sheets and consolidated statement of operations as a result of applying the new revenue recognition standard, as codified within ASC 606 (in thousands): Year Ended December 31, 2018 (1) Statement of Operations Revenues: Leasing and other commissions $ 29,581 Management services 86,157 Total Revenues $ 115,738 Expenses: Compensation and employee benefits $ 14,929 Operating, administrative and other 86,157 Total Expenses $ 101,086 Year Ended December 31, 2018 (1) Assets: Receivables, net $ 103,547 Liabilities: Accrued Compensation $ 46,681 Current portion of accounts payable, accrued expenses and other liabilities 23,409 (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 all constraints and 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, appraisal services 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 December 31, 2018 and January 1, 2018 was $4.2 million and $4.6 million, respectively. During the year ended December 31, 2018, Newmark recognized revenue of $3.2 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 December 31, 2018, there were $2.3 million of capitalized costs recorded to fulfill a contract. |
Gains from Mortgage Banking Act
Gains from Mortgage Banking Activities/Originations, Net | 12 Months Ended |
Dec. 31, 2018 | |
Mortgage Banking [Abstract] | |
Gains from Mortgage Banking Activities/Originations, Net | (1 4 ) Gains from mortgage banking activities/originations, net consists of the following activity (in thousands): For the Years Ended December 31, 2018 2017 2016 Loan originations related fees and sales premiums, net $ 79,062 $ 85,030 $ 69,026 Fair value of expected net future cash flows from servicing recognized at commitment, net 103,202 120,970 124,361 Gains from mortgage banking activities/originations, net $ 182,264 $ 206,000 $ 193,387 |
Mortgage Servicing Rights, Net
Mortgage Servicing Rights, Net | 12 Months Ended |
Dec. 31, 2018 | |
Transfers And Servicing [Abstract] | |
Mortgage Servicing Rights, Net | (1 5 ) The changes in the carrying amount of mortgage servicing rights for the years ended December 31, 2018 and 2017 is as follows (in thousands): For the Year Ended December 31, Mortgage Servicing Rights 2018 2017 2016 Beginning Balance $ 399,349 $ 347,558 $ 271,849 Additions 95,284 123,902 126,547 Purchases from an affiliate 3,107 2,055 3,905 Purchases from third parties — — 3,771 Amortization (81,609 ) (74,166 ) (58,514 ) Ending Balance $ 416,131 $ 399,349 $ 347,558 Valuation Allowance Beginning Balance $ (6,723 ) $ (7,742 ) $ (7,936 ) Decrease 2,401 1,019 194 Ending Balance $ (4,322 ) $ (6,723 ) $ (7,742 ) Net balance $ 411,809 $ 392,626 $ 339,816 Servicing fees are included in “Management services, servicing fees and other” in Newmark’s consolidated statements of operations and are as follows (in thousands): For the Year Ended December 31, 2018 2017 2016 Servicing fees $ 103,365 $ 95,373 $ 78,527 Escrow interest and placement fees 18,293 9,328 3,771 Ancillary fees 10,118 5,740 5,373 Total servicing fees and escrow interest $ 131,776 $ 110,441 $ 87,671 Newmark’s primary servicing portfolio at December 31, 2018 and 2017 was approximately $57.1 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 December 31, 2018 and 2017 was $2.9 billion and $3.8 billion, respectively. The estimated fair value of the MSRs at December 31, 2018 and 2017 was $451.9 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 years ended December 31, 2018 and 2017 were 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 $12.4 million and $24.4 million, respectively, at December 31, 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 | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, Net of Accumulated Amortization | (1 6 ) The changes in the carrying amount of goodwill for the years ended December 31, 2018 and 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 40,157 Measurement period adjustments (2,368 ) Balance at December 31, 2018 $ 515,321 During the year ended December 31, 2018, Newmark recognized measurement period adjustments of approximately $(2.4) million. Newmark had additions to goodwill in the amount of $40.2 million as a result of acquisitions for the year ended December 31, 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 2018, which did not result in any goodwill impairment. Other intangible assets consisted of the following at December 31, 2018 and 2017 (in thousands, except weighted average life): December 31, 2018 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 11,350 $ — $ 11,350 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 9,316 (6,706 ) 2,610 0.5 Non-contractual customers 11,323 (3,890 ) 7,433 1.8 License agreements 4,981 (2,292 ) 2,689 0.4 Non-compete agreements 6,267 (1,469 ) 4,798 1.4 Contractual customers 1,452 (849 ) 603 0.1 Below market leases 941 (45 ) 896 0.5 $ 51,020 $ (15,251 ) $ 35,769 4.7 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 years ended December 31, 2018 and 2017 was $5.6 million and $11.1 million, respectively. Intangible amortization is included as a part of “Depreciation and amortization” in Newmark’s consolidated statements of operations. Included in intangible amortization for the year ended December 31, 2017 is an impairment charge of $6.3 million related to the impairment of the Grubb tradename. The impairment resulted from Newmark no longer doing business as Newmark Grubb Knight Frank. The estimated future amortization of definite life intangible assets as of December 31, 2018 was as follows (in thousands): 2019 $ 5,086 2020 4,823 2021 3,814 2022 1,908 2023 and thereafter 3,398 Total $ 19,029 |
Fixed Assets, Net
Fixed Assets, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Fixed Assets, Net | (1 7 ) Fixed assets, net consisted of the following (in thousands): December 31, 2018 December 31, 2017 Leasehold improvements and other fixed assets $ 99,207 $ 77,313 Software, including software development costs 21,417 17,395 Computer and communications equipment 16,605 15,878 137,229 110,586 Accumulated depreciation and amortization (58,424 ) (45,764 ) $ 78,805 $ 64,822 Depreciation expense for the years ended December 31, 2018, 2017 and 2016 was $13.7 million, $12.2 million and $9.9 million, respectively. Depreciation expense is included as a part of “Depreciation and amortization” in Newmark’s consolidated statement of operations. For the years ended December 31, 2018 and 2017, $2.4 million and $1.1 million of software development costs were capitalized, respectively. Amortization of software development costs totaled $0.9 million, $0.4 million and $0.9 million for the years ended December 31, 2018, 2017 and 2016, respectively. Amortization of software development costs is included as part of “Depreciation and amortization” in Newmark’s consolidated statements of operations. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Other Assets | (1 8 ) Other current assets consisted of the following (in thousands): As of December 31, 2018 2017 Prepaid expenses $ 15,570 $ 12,708 Derivative assets 30,796 6,676 Prepaid taxes 9,992 — Rent and other deposits 1,192 1,479 Other 189 131 $ 57,739 $ 20,994 Non-current other assets consisted of the following (in thousands): As of December 31, 2018 2017 Equity method investment $ 101,275 $ 101,562 Deferred tax assets (1) 149,938 168,594 Cost method investments 53,470 6,005 Derivative assets related to the RBC Forward 61,732 — Other 3,452 2,299 $ 369,867 $ 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 | 12 Months Ended |
Dec. 31, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Securities Loaned | (1 9 ) As of December 31, 2018, Newmark no longer has securities loaned transactions with Cantor. |
Warehouse Facilities Collateral
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises | 12 Months Ended |
Dec. 31, 2018 | |
Brokers And Dealers [Abstract] | |
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises | ( 20 ) Newmark uses its warehouse facilities 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 and are recourse only to Berkeley Point Capital, LLC. As of December 31, 2018, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at December 31, 2018 Stated Spread to One Month LIBOR Rate Type Warehouse facility due June 20, 2019 $ 450,000 $ — $ 413,063 120 bps Variable Warehouse facility due September 25, 2019 200,000 — 113,452 120 bps Variable Warehouse facility due October 10, 2019 (1) 1,000,000 — 416,373 120 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 29,499 115 bps Variable $ 1,650,000 $ 325,000 $ 972,387 (1) The warehouse facility was temporarily increased by $700.0 million to $1.0 billion for the period of November 30, 2018 to January 29, 2019. On January 29, 2019, the temporary increase was decreased by $400 million to $300 million for the period January 29, 2019 to April 1, 2019. 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 facility due June 20, 2018 $ 450,000 $ — $ 60,715 130 bps Variable Warehouse facility due September 25, 2018 200,000 — 107,383 130 bps Variable Warehouse facility 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 Newmark is required to meet a number of financial covenants. Newmark was in compliance with all covenants on December 31, 2018 and December 31, 2017 and for the years ended December 31, 2018, 2017 and 2016. The borrowing rates on the warehouse facilities 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 | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Long-Term Debt Payable to Related Parties | ( 2 1 ) Long-term debt and long-term debt payable to related parties consisted of the following (in thousands): As of December 31, 2018 2017 6.125% Senior Notes $ 537,926 $ — Converted Term Loan — 400,000 Term Loan — 270,710 Long-term debt 537,926 670,710 2019 Promissory Note — 300,000 2042 Promissory Note — 112,500 Total long-term debt $ 537,926 $ 1,083,210 6.125% Senior Notes On November 6, 2018, Newmark closed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023. (the “6.125% Senior Notes”). The 6.125% Senior Notes were priced at 98.937% to yield 6.375%. The 6.125% Senior Notes, which were priced on November 1, 2018, were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933, as amended. The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023. The initial carrying amount of the 6.125% Senior Notes was $537.6 million, net of debt issue costs of $6.6 million and net of debt discount of $5.8 million. Newmark uses the effective interest rate method to amortize the debt discount over the life of the loan. Newmark amortized $0.2 million of debt discount for the year ended December 31, 2018. Newmark uses the straight-line method to amortize these debt issue costs over the life of the loan. Newmark amortized $0.2 million for the year ended December 31, 2018. Newmark recorded interest expense related to the 6.125% Senior Notes of $5.5 million for the year ended December 31, 2018. Credit Facility On November 28, 2018, Newmark entered into a credit agreement by and among Newmark, the several financial institutions from time to time party thereto, as Lenders, and Bank of America N.A., as administrative agent, the Credit Agreement. The Credit Agreement provides for a $250.0 million three-year unsecured senior revolving credit facility, the Credit Facility. As of December 31, 2018, there were no borrowings outstanding under the new credit agreement. 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 bore interest at either LIBOR or a defined base rate plus an additional margin which ranged 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 was 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 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. During the year ended December 31, 2018, Newmark repaid the outstanding balance of $270.7 million on the Term Loan, at which point the facility was terminated. Newmark recorded interest expense related to the Term Loan of $2.6 million and $0.7 million for the years ended December 31, 2018 and 2017, respectively. During the year ended December 31, 2018 and prior to November 30, 2018, the Term Loan was repaid in full. 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 was September 8, 2019. Borrowings under the Converted Term Loan bore interest at either LIBOR or a defined base rate plus an additional margin, which ranged 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 was 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. On June 19, 2018, Newmark repaid $152.9 million, and on September 26, 2018, Newmark repaid $113.2 million of the Converted Term Loan using proceeds from the Newmark OpCo Preferred Investment. On November 6, 2018, Newmark repaid the remaining $134.0 million outstanding principal amount of the Converted Term Loan using the proceeds from the sale of its 6.125% Senior Notes. Therefore, there were no borrowings outstanding as of December 31, 2018. Newmark recorded interest expense related to the Converted Term Loan of $12.9 million and $0.7 million for the years ended December 31, 2018 and 2017. As of December 31, 2018, and prior to the Spin-Off, the outstanding amount under the Converted Term Loan was repaid in full. As of December 31, 2017, the carrying value of the Converted Term Loan and Term Loan approximated the fair value. 2019 Promissory Note and 2042 Promissory Note 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. On September 4, 2018, Newmark OpCo borrowed $112.5 million from BGC pursuant to the Intercompany Credit Agreement which loan bore interest at an annual rate equal to 6.5%. Newmark OpCo used the proceeds of the Intercompany Credit Agreement loan to repay the $112.5 million of the 2042 Promissory Note. The 2019 Promissory Note bore interest at 5.375% and the 2042 Promissory Note bore interest at 8.125%. Newmark repaid the $300 million outstanding principal amount under the 2019 Promissory Note on November 23, 2018. Upon repayment of the 2019 Promissory Note, Newmark no longer has debt obligations owed to BGC. In connection with the repayment of the 2019 Promissory Note, Newmark incurred a prepayment penalty of $7.0 million. The 2019 and 2042 Promissory Notes are recorded at amortized cost. As of December 31, 2017, the carrying amounts and estimated fair values of the 2019 and the 2042 Promissory Notes were as follows (in thousands): December 31, 2017 Carrying Amount Fair Value 2019 Promissory Note $ 300,000 $ 313,125 2042 Promissory Note 112,500 116,550 $ 412,500 $ 429,675 The fair value of the 2042 Promissory Note was determined using observable market prices as the 8.125% BGC Senior Notes were considered Level 1 within the fair value hierarchy as they were deemed to be actively traded and the 2019 Promissory Note are considered Level 2 within the fair value hierarchy. For the year ended December 31, 2018, Newmark recorded interest expense on its 2019 Promissory Note and 2042 Promissory Note in the amount of $22.3 million and $6.3 million, respectively. These Senior Notes are included in “Long-term debt payable to related parties” on Newmark’s consolidated balance sheets as of December 31, 2017. |
Financial Guarantee Liability
Financial Guarantee Liability | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees [Abstract] | |
Financial Guarantee Liability | (2 2 ) 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 December 31, 2018, the credit risk loans being serviced by Newmark on behalf of Fannie Mae and Freddie Mac had outstanding principal balances of approximately $20.6 billion with a maximum potential loss of approximately $5.8 billion, of which $0.1 billion is covered by the Credit Enhancement Agreement (see Note 12—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 12—Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit). For the years ended December 31, 2018 and 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 22 Balance at December 31, 2018 $ (32 ) 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 12—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 consolidated statements of operations as follows (in thousands): For the Years Ended December 31, 2018 2017 2016 Increase (decrease) to financial guarantee liability $ (22 ) $ (359 ) $ 125 Decrease (increase) to credit enhancement asset 10 147 101 Increase to contingent liability — 6 5 Total expense $ (12 ) $ (206 ) $ 231 |
Concentrations of Credit Risk
Concentrations of Credit Risk | 12 Months Ended |
Dec. 31, 2018 | |
Risks And Uncertainties [Abstract] | |
Concentrations of Credit Risk | (2 3 ) 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 22—Financial Guarantee Liability). As of December 31, 2018, 25% and 16% of $5.8 billion of the maximum loss (see Note 22—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 22—Financial Guarantee Liability) was for properties located in California and Texas, respectively. |
Escrow and Custodial Funds
Escrow and Custodial Funds | 12 Months Ended |
Dec. 31, 2018 | |
Deposit Assets Disclosure [Abstract] | |
Escrow and Custodial Funds | (2 4 ) 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 $1.3 billion and $0.8 billion, as of December 31, 2018 and 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 | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | (2 5 ) 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 December 31, 2018 and 2017 (in thousands): As of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 48,942 $ — $ — $ 48,942 RBC Forwards — — 77,619 77,619 Loans held for sale, at fair value — 990,864 — 990,864 Rate lock commitments — — 6,732 6,732 Forwards — — 8,177 8,177 Total assets $ 48,942 $ 990,864 $ 92,528 $ 1,132,334 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 32,552 $ 32,552 Rate lock commitments — — 7,470 7,470 Forwards — — 9,208 9,208 Total Liabilities $ — $ — $ 49,230 $ 49,230 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 years ended December 31, 2018 and 2017. Level 3 Financial Assets and Liabilities: Changes in Level 3 RBC Forwards, rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the year ended December 31, 2018 were as follows (in thousands): As of December 31, 2018 Opening Balance Total realized and unrealized gains (losses) included in Net income (1) Issuances Settlements Closing Balance Unrealized gains (losses) outstanding as of December 31, 2018 Assets: Rate Lock Commitments $ 2,923 $ 6,732 $ - $ (2,923 ) $ 6,732 $ 6,732 Forwards 3,753 8,177 — (3,753 ) 8,177 8,177 RBC Forwards — 19,002 58,617 — 77,619 (19,002 ) Total Assets $ 6,676 $ 33,911 $ 58,617 $ (6,676 ) $ 92,528 $ (4,093 ) Opening Balance Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance Unrealized (gains) losses outstanding as of December 31, 2018 Liabilities: Accounts payable, accrued expenses and other liabilities – contingent consideration (1) $ 23,711 $ 700 $ 12,616 $ (4,475 ) $ 32,552 $ 839 Rate Lock Commitments 2,390 7,470 — (2,390 ) 7,470 7,470 Forwards 657 9,208 — (657 ) 9,208 9,208 Total Liabilities $ 26,758 $ 17,378 $ 12,616 $ (7,522 ) $ 49,230 $ 17,517 (1) Realized losses are reported in “Other income, net” in Newmark’s consolidated statements of operations. Changes in Level 3 rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the year ended December 31, 2017 were as follows (in thousands): As of December 31, 2017 Opening Balance Total realized and unrealized gains (losses) included in Net income (1) Issuances Settlements Closing Balance Unrealized gains (losses) outstanding as of December 31, 2018 Assets: Rate Lock Commitments $ 17,824 $ 2,923 $ - $ (17,824 ) $ 2,923 $ 2,923 Forwards 2,100 3,753 — (2,100 ) 3,753 3,753 Total Assets $ 19,924 $ 6,676 $ - $ (19,924 ) $ 6,676 $ 6,676 Opening Balance Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance Unrealized (gains) losses outstanding as of December 31, 2018 Liabilities: Accounts payable, accrued expenses and other liabilities – contingent consideration (1) $ 38,713 $ 2,675 $ 1,263 $ (18,940 ) $ 23,711 $ 2,675 Rate Lock Commitments 9,670 2,390 — (9,670 ) 2,390 2,390 Forwards — 657 — — 657 657 Total Liabilities $ 48,383 $ 5,722 $ 1,263 $ (28,610 ) $ 26,758 $ 5,722 (1) Realized losses are reported in “Other income, net” in Newmark’s 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: December 31, 2018 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Range Weighted Average Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 32,552 Discount rate 0.3%-10.4% 8.2% Probability of meeting earnout and contingencies 99%-100% (1) 99.6% Financial forecast information Derivative assets and liabilities: RBC Forwards $ 77,619 $ — Volatility 23.7%-34.8% (2) 30.2% Forward sale contracts $ 8,177 $ 9,208 Counterparty credit risk N/A N/A Rate lock commitments $ 6,732 $ 7,470 Counterparty credit risk N/A N/A December 31, 2017 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Range Weighted Average Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 23,711 Discount rate 3.3%-10.4% (1) 6.43% Probability of meeting earnout and contingencies 99%-100% (1) 99.5% Financial forecast information Derivative assets and liabilities: Forward sale contracts $ 3,753 $ 657 Counterparty credit risk N/A N/A Rate lock commitments $ 2,923 $ 2,390 Counterparty credit risk N/A N/A (1) Newmark’s estimate of contingent consideration as of December 31, 2018 and 2017 was based on the acquired business’ projected future financial performance, including revenues. (2) The volatility of Newmark’s RBC Forwards is primarily based on the underlying Nasdaq stock price. 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 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. The RBC Forwards are derivatives and, accordingly, are marked to fair value through Newmark’s consolidated statements of operations. The fair value of the RBC Forwards is determined utilizing the following inputs, as applicable: • The underlying number of shares and the related strike price; • The maturity date; and • The implied volatility of Nasdaq’s stock price. The fair value of Newmark’s RBC Forwards considers the effects of Nasdaq’s stock price volatility between the balance sheet date and the maturity date. The fair value is determined through the use of a Black-Scholes put option valuation model. Information About Uncertainty of Level 3 Fair Value Measurements The significant unobservable inputs used in the fair value of Newmark’s contingent consideration are the discount rate and forecasted financial information. Significant increases (decreases) in the discount rate would have resulted in a significantly lower (higher) fair value measurement. Significant increases (decreases) in the forecasted financial information would have resulted in a significantly higher (lower) fair value measurement. As of December 31, 2018 and 2017, the present value of expected payments related to Newmark’s contingent consideration was $32.6 million and $23.7 million, respectively (see Note 30- Commitments and Contingencies). The undiscounted value of the payments, assuming that all contingencies are met, would be $39.6 million and $27.7 million, respectively. Valuations for contingent consideration, RBC Forwards, forward sales contracts, and rate lock commitments 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. Fair Value Measurements on a Non-Recurring Basis Pursuant to the new recognition and measurement guidance for equity investments, effective January 1, 2018, equity investments carried under the measurement alternative are remeasured at fair value on a non-recurring basis to reflect observable transactions which occurred during the period. Newmark applied the measurement alternative to equity securities with the fair value of approximately $53.5 million, which were included in “Other assets” in Newmark’s consolidated statements of financial condition as of December 31, 2018. These investments are classified within Level 2 in the fair value hierarchy, because their estimated fair value is based on valuation methods using the observable transaction price at the transaction date. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (2 6 ) (a) 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 years ended December 31, 2018, 2017 and 2016, allocated expenses were $26.2 million, $20.8 million and $18.0 million, respectively. These expenses are included as part of “Fees to related parties” in Newmark’s consolidated statements of operations. (b) 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 December 31, 2018 and 2017, the aggregate balance of employee loans was $285.5 million and $209.5 million, respectively, and is included as “Loans, forgivable loans and other receivables from employees and partners, net” in Newmark’s consolidated balance sheets. Compensation expense for the above mentioned employee loans for the years ended December 31, 2018, 2017 and 2016 was $27.7 million, $34.4 million and $25.8 million, respectively. The compensation expense related to these employee loans is included as part of “Compensation and employee benefits” in Newmark’s consolidated statements of operations. Transfer of CCRE Employees to Newmark In connection with the expansion of our mortgage brokerage and lending activities, Newmark has entered into an agreement with Cantor pursuant to which five former employees of its affiliate, CCRE, have transferred to Newmark, effective as of May 1, 2018. In connection with this transfer of employees, Cantor paid $6.9 million to Newmark in October 2018 and Newmark Holdings issued $6.7 million of limited partnership units and $0.2 million of cash in the form of a cash distribution agreement to the employees. In addition, Newmark Holdings issued $2.2 million of Newmark Holdings partnership units with a capital account and $0.5 million of limited partnership units in exchange for the cash payment from Cantor to Newmark of $2.2 million. Newmark recorded $6.9 million and $2.2 million as “Stockholders’equity” and “Redeemable partnership interests”, respectively, in Newmark’s consolidated balance sheets. In consideration for the Cantor payment, Newmark has agreed to return up to a maximum of $3.3 million to Cantor based on the employees’ production during their first two years of employment with Newmark. Newmark has agreed to allow certain of these employees to continue to provide consulting services to Cantor in exchange for a forgivable loan which was directly paid by Cantor to these employees. (c) 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 revenues for the year ended December 31, 2018. Newmark recognized revenues of $0.1 million and $1.1 million for the years ended December 31, 2017 and 2016, respectively. This revenue was recorded as part of “Commissions” in Newmark’s consolidated statements of operations. Newmark also has a revenue-share agreement with CCRE, in which Newmark pays CCRE for referrals for leasing or other services. In connection with this agreement, Newmark paid $0.4 million to CCRE for the year ended December 31, 2016. Newmark did not make any payments under this agreement to CCRE for the years ended December 31, 2018 and 2017. 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 $2.2 million, $2.1million and $7.5 million for the years ended December 31, 2018, 2017 and 2016, respectively, and was recognized in “Gains from mortgage banking activities/originations, net” in Newmark’s consolidated statements of operations. These referrals fees are net of the broker fees and commissions to CCRE of $ 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, BPF 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. BPF recognized interest income of $0.7 million and $0.1 million for the years ended December 31, 2017 and 2016, respectively. BPF recognized interest expense of $2.5 million and $2.3 million for the years ended December 31, 2017 and 2016, respectively. For the years ended December 31, 2018 and 2017, Newmark purchased the primary servicing rights for $1.2 billion of loans originated by CCRE for $2.5 million and 2.1 million, respectively. Newmark also services loans for CCRE on a “fee for service” basis, generally prior to a loan’s sale or securitization, and for which no MSR is recognized. Newmark recognized $3.8 million, $3.8 million and $3.6 million for the years ended December 31, 2018, 2017 and 2016, respectively, of servicing revenues (excluding interest and placement fees) from loans purchased from CCRE on a “fee for service” basis, which was included as part of “Management services, servicing fee and other” in Newmark’s consolidated statements of operations. Transactions with Executive Officers and Directors In connection with Newmarks’s 2018 executive compensation process, Newmark’s executive officers received certain monetization of prior awards as compensation at Newmark, as set forth below: On December 31, 2018, the Compensation Committee approved the monetization of 898,080 BGC Holdings, L.P. (“BGC Holdings”) PPSUs held by Mr. Lutnick (which had an average determination price of $7.65 per unit), and 592,721 Newmark Holdings PPSUs (which had an average determination price of $13.715 per unit), which transactions had an aggregate value of $15,000,000. On February 6, 2019, the Compensation Committee approved a modification which consisted of the following: (i) the right to exchange 1,131,774 non-exchangeable BGC Holdings PSUs held by Mr. Lutnick into 1,131,774 non-exchangeable BGC Holdings partnership units with a capital account (which, based on the closing price of the BGC Class A common stock of $6.20 per share on such date, had a value of $7,017,000); and (ii) the right to exchange for cash 1,018,390 BGC Holdings non-exchangeable PPSUs held by Mr. Lutnick, (which had an average determination price of $7.8388 per unit), for a payment of $7,983,000 for taxes when (i) is exchanged. On December 31, 2018, the Compensation Committee approved the monetization of 1,909,188 BGC Holdings PSUs held by Mr. Gosin and 264,985 BGC Holdings PPSUs (which had an average determination price of $4.2625 per unit), which transactions had an aggregate value of $11,000,000. On February 6, 2019, the Compensation Committee approved a modification which consisted of the following: (i) the right to exchange 1,592,016 non-exchangeable limited partnership units (which, based on the closing price of the BGC Class A common stock of $6.20 per share on such date, had a value of $9,870,501); and (ii) the right to exchange for cash 264,985 BGC Holdings non-exchangeable PPSUs held by Mr. Gosin, (which had an average determination price of $4.2625 per unit), for a payment of $1,129,499 for taxes when (i) is exchanged. On December 31, 2018, the Compensation Committee approved the cancellation of 13,552 non-exchangeable PSUs in BGC Holdings held by Mr. Rispoli and the cancelation of 11,089 BGC Holdings PPSUs (which had an average determination price of $5.814 per unit). In connection with the transaction, BGC issued $134,535 in shares of Class A common stock, less applicable taxes and withholdings, resulting in 13,552 net shares of BGC Class A common stock at a price of $5.17 per share and the payment of $64,471 for taxes. On February 22, 2019, the Compensation Committee removed the sale restrictions on 4,229 shares of BGC Class A common stock and 1,961 shares of Newmark Class A common stock held by Mr. Rispoli. 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. As of December 31, 2018, Newmark’s investment is accounted for under the equity method (See Note 8 – Investments). IPO and Spin-Off 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 Original Separation and Distribution Agreement. The Original 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. On November 30, 2018, BGC completed the Spin-Off of Newmark. BGC Partners’ stockholders, including Cantor, as of the Record Date, received in the Spin-Off 0.463895 of a share of Newmark Class B common stock for each share of BGC Class B common stock held as of the Record Date. In the aggregate, BGC distributed 131.9 million shares of Newmark Class A common stock and 21.3 million shares of Newmark Class B common stock to BGC’s stockholders in the Spin-Off. As Cantor and CFGM held 100% of the shares of BGC Class B common stock as of the Record Date, Cantor and CFGM were distributed 100% of the shares of Newmark Class B common stock in the Spin-Off (see BGC’s 2018 Investment in Newmark below). BGC’s 2018 Investment in Newmark Holdings On March 7, 2018, BGC Partners 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 were 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 U.S. OpCo, BGC Global OpCo, Newmark, Newmark Holdings and Newmark OpCo. BGC’s 2018 Investment in Newmark 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 unsecured senior term loan credit agreement with Bank of America, N.A., as administrative agent, and a syndicate of lenders that was guaranteed by BGC. In addition, in accordance with the Separation and Distribution Agreement, BGC owned 7.0 million limited partnership interests in the Newmark OpCo (“Newmark OpCo Units”) immediately prior to the Spin-Off, as a result of other issuances of BGC Class A common stock primarily related to the redemption of limited partnership units in BGC Holdings and Newmark Holdings. Prior to and in connection with the Spin-Off, 14.8 million Newmark Holdings Units held by BGC were exchanged into 9.4 million shares of Newmark Class A common stock and 5.4 million shares of Newmark Class B common stock, and 7.0 million Newmark OpCo Units held by BGC were exchanged into 6.9 million shares of Newmark Class A common stock. These Newmark Class A and Class B shares of common stock were included in the Spin-Off to BGC’s stockholders. On November 30, 2018, BGC Holdings distributed pro rata all of the 1.5 million exchangeable limited partnership units of Newmark Holdings held by BGC Holdings immediately prior to the effective time of the Spin-Off to its limited partners entitled to receive distributions on their BGC Holdings units who were holders of record of such units as of November 23, 2018 (including Cantor and executive officers of BGC). The Newmark Holdings Units distributed to BGC Holdings partners in the BGC Holdings Distribution are exchangeable for shares of Newmark Class A common stock, and in the case of the 0.4 million Newmark Holdings Units received by Cantor also into shares of Newmark Class B common stock, at the exchange ratio of 0.9793 shares of Newmark common stock per Newmark Holdings unit (subject to adjustment). As of December 31, 2018, the exchange ratio equaled 0.9793. See Note 1—“Organization and Basis of Presentation” for additional information. (d) 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. As of November 7, 2018, all borrowings outstanding under the Intercompany Credit Agreement had been repaid. The interest rate as of December 31, 2018 was 5.21%. As of December 31, 2017, the amount outstanding under the Intercompany Facility was $40.0 million and is included in “current portion of payables to related parties” on the consolidated balance sheets. Newmark recorded interest expense of $8.9 million and $0.1 million for the years ended December 31, 2018 and 2017, respectively, which is included in “interest income, net” in the consolidated statement of operations. On November 30, 2018, Newmark entered into the Cantor Credit Agreement with CFLP. The Cantor Credit Agreement provides for each party to issue loans to the other party at the lender’s discretion. Pursuant to the Cantor Credit Agreement, the parties and their respective subsidiaries (with respect to CFLP, other than BGC and its subsidiaries) may borrow up to an aggregate principal amount of $250 million from each other from time to time at an interest rate which is the higher of CFLP’s or Newmark’s short-term borrowing rate then in effect, plus 1%. As of December 31, 2018, the related party receivables and current portion of payables to related parties were $20.5 million and $13.5 million, respectively. 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. (See Note 1—Organization and Basis of Presentation, Note 2—Limited Partnership Interests, and Note 21—Long-Term Debt and Long-Term Debt Payable to Related Parties, for additional information on transactions with related parties.) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (2 7 ) Newmark’s 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. The provision for income taxes consisted of the following: Year Ended December 31, 2018 2017 2016 Current: U.S. federal $ 49,985 $ 10,412 $ 4,253 U.S. state and local 19,290 2,468 599 Foreign 1,239 (3 ) 169 UBT 3,586 218 113 Total 74,100 13,095 5,134 Deferred: U.S. federal (9,972 ) 56,648 (488 ) U.S. state and local 24,092 (12,606 ) (562 ) UBT 2,267 341 (91 ) Total 16,387 44,383 (1,141 ) Provision for income taxes $ 90,487 $ 57,478 $ 3,993 Newmark had pre-tax income of $282.4 million, $202.6 million and $171.2 million for the years ended December 31, 2018, 2017 and 2016, respectively. Newmark had pre-tax income (loss) from foreign operations of $(3.7) million, $(0.1) million and $0.5 million for the years ended December 31, 2018, 2017 and 2016, respectively. Differences between Newmark’s actual income tax expense and the amount calculated utilizing the U.S. federal statutory rates were as follows: Year Ended December 31, 2018 2017 2016 Tax expense at federal statutory rate $ 59,297 $ 70,901 $ 59,921 Non-controlling interest (26,257 ) (66,344 ) (57,635 ) Incremental impact of foreign taxes compared to the federal rate 44 (44 ) (36 ) Other permanent differences 9,948 (1,740 ) 968 U.S. state and local taxes, net of U.S. federal benefit 13,353 1,050 748 New York City UBT 3,119 561 22 Amortization of intangibles — (1,183 ) (95 ) Revaluation of deferred taxes related to tax reform — 64,658 — Other rate change 23,001 (15,348 ) (143 ) Section 453A interest 2,003 4,285 — Valuation allowance 1,281 594 (2 ) Return to Provision Adjustments 2,341 (376 ) — Other 2,357 464 245 Provision for income tax $ 90,487 $ 57,478 $ 3,993 The Tax Cut and Jobs Act (the “Tax Act”) was enacted on December 22, 2017. The Tax Act made significant changes to the US corporate income tax system, including (1) a reduction of the U.S. federal corporate income tax rate from 35% to 21%, (2) transitioning to a territorial tax system and requiring companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred, (3) implementation of a base erosion and anti-abuse tax ("BEAT”), (4) further limitation on deductibility of interest on financing arrangements, (5) and introduction of a new provision designed to tax a foreign subsidiaries’ global intangible low-taxed income (“GILTI”). The Staff Accounting Bulletin (“SAB 118”) provided guidance for companies that did not complete their accounting for the tax effects of the Tax Act in the period of enactment by allowing a one-year measurement period from the date of enactment to complete their analysis. At December 31, 2018, Newmark has completed its accounting for the tax effects of the Act including the effects on our existing deferred tax balances. As a result, we have recorded a net expense in the amount of $64.7 million with no material adjustment in the current year, related to the remeasurement of Newmark’s deferred tax inventory, which has been included as a component of provision for income taxes in Newmark’s consolidated statement of operations. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis. 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. Significant components of Newmark’s deferred tax asset and liability consisted of the following: Year Ended December 31, 2018 2017 Deferred tax asset Basis difference of investments $ 55,847 $ 77,611 Deferred compensation 114,758 104,251 Other deferred and accrued expenses 9,600 4,475 Net Operating loss and credit carry-forwards 1,297 378 Total deferred tax asset 181,502 186,715 Valuation Allowance (1,297 ) (403 ) Deferred tax asset, net of allowance 180,205 186,312 Deferred tax liability Depreciation and amortization 19,518 17,718 Other 10,749 — Deferred tax liability (1) 30,267 17,718 Net deferred tax asset $ 149,938 $ 168,594 (1) Before netting within tax jurisdictions. Newmark has net operating losses in non-U.S. jurisdictions of approximately $1.3 million, which has an indefinite life. Management assesses the available positive and negative evidence to determine whether existing deferred tax assets will be realized. Accordingly, a valuation allowance of $1.3 million has been recorded against the deferred tax asset that is more likely than not to not be realized. Newmark’s deferred tax asset and liability are included in Newmark’s consolidated balance sheets as components of “Other assets” and “Other liabilities”, respectively. Pursuant to the SAB 118 guidance, Newmark has finalized its accounting policy and elect to treat taxes associated with the GILTI provision as a current period expense when incurred (“period cost method”) and thus have not recorded deferred taxes for basis differences under this regime as of December 31, 2018. The GILTI provision on its foreign subsidiaries did not have a material impact on Newmark’s tax expense for the year ended December 31, 2018. Pursuant to U.S. GAAP guidance on Accounting for Uncertainty in Income Taxes, Newmark provides for uncertain tax positions based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. A reconciliation of the beginning to the ending amounts of gross unrecognized tax benefits for the years ended December 31, 2018, 2017 and 2016 is as follows (in thousands): Balance, December 31, 2016 $ 208 Increases for prior year tax positions — Decreases for prior year tax positions — Increases for current year tax positions — Decreases related to settlements with taxing authorities — Decreases related to a lapse of applicable statute of limitations — Balance, December 31, 2017 208 Increases for prior year tax positions — Decreases for prior year tax positions — Increases for current year tax positions — Decreases related to settlements with taxing authorities — Decreases related to a lapse of applicable statute of limitations — Balance, December 31, 2018 $ 208 As of December 31, 2018, Newmark’s unrecognized tax benefits, excluding related interest and penalties, were $0.2 million, which, if recognized, would affect the effective tax rate. Newmark is currently open to examination by United States Federal, state and local and non-U.S. tax authorities as part of the BGC consolidated group for tax years beginning 2008, 2009 and 2015, respectively. Newmark does not believe that the amounts of unrecognized tax benefits will materially change over the next 12 months. Newmark recognizes interest and penalties related to uncertain tax positions in “Provision for income taxes” in Newmark’s consolidated statement of operations. As of December 31, 2018, Newmark accrued $45 thousand for income tax-related interest and penalties. |
Accounts Payable, Accrued Expen
Accounts Payable, Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Accounts Payable Accrued Expenses And Other Liabilities Current And Noncurrent [Abstract] | |
Accounts Payable, Accrued Expenses and Other Liabilities | (2 8 ) The current portion of accounts payable, accrued expenses and other liabilities consisted of the following: As of December 31, 2018 2017 Accounts payable and accrued expenses $ 113,713 $ 79,376 Payroll taxes payable 39,620 5,976 Outside broker payable 59,918 23,361 Corporate and other taxes payable 77,858 6,697 Contingent consideration 4,452 6,504 Derivative liability 16,678 3,047 $ 312,239 $ 124,961 Other long-term liabilities consisted of the following: As of December 31, 2018 2017 Deferred rent $ 49,334 $ 41,875 Payroll taxes payable 31,055 48,248 Accrued compensation 35,103 31,411 Credit enhancement deposit 25,000 25,000 Contingent consideration 28,099 17,207 Financial guarantee liability 32 54 $ 168,623 $ 163,795 |
Compensation
Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Compensation | (2 9 ) 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 December 31, 2018, 13.2 million units have been granted and 386.8 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 contribution ratio, divided by an amount, as of December 31, 2018, which at that time was one to one but was .9793 (the exchange ratio), by which a Newmark Holdings limited partnership interest can be exchanged for a number of shares of Newmark Class A common stock. 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, 2015 38,000,970 Granted 19,149,118 Redeemed/exchanged units (3,351,944 ) Forfeited units (390,517 ) Balance at December 31, 2016 53,407,627 Granted 13,976,871 Redeemed/exchanged units (2,668,048 ) Forfeited units (7,535 ) Balance at December 31, 2017 64,708,915 Granted 2,872,825 Redeemed/exchanged units (5,650,292 ) Forfeited units (60,479 ) Balance at December 31, 2018 61,870,969 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, 2016 — Granted 29,413,143 Balance at December 31, 2017 29,413,143 Granted 19,141,943 Redeemed/exchanged units (3,793,351 ) Forfeited units (28,248 ) Balance at December 31, 2018 44,733,487 As of December 31, 2018 and 2017, Newmark employees had 61.9 million and 64.7 million BGC Holdings limited partnership units outstanding, respectively. In addition, there were 44.7 million and 29.4 million limited partnership units in Newmark Holdings outstanding as of December 31, 2018 and 2017, respectively. The 29.4 million limited partnership units shown as granted during 2017 and outstanding as of December 31, 2017, represent the share equivalent of BGC Holdings held by Newmark employees. During the years ended December 31, 2018, 2017 and 2016, BGC granted, to Newmark employees, exchangeability on 17.4 million, 6.5 million and 3.8 million limited partnership units in BGC Holdings and 6.2 million, 0.0 million, and 0.0 million equivalent limited partnership units in Newmark Holdings for which Newmark incurred compensation expense of $166.0 million, $89.4 million and $45.6 million, respectively. For the year ended December 31, 2018, Newmark granted exchangeability on 0.2 million limited partnership units in Newmark Holdings and incurred compensation expense of $2.0 million. For the years ended December 31, 2017 and 2016, there was no expense related to grants of exchangeability on limited partnership units in Newmark Holdings. In addition, during the year ended December 31, 2018, Newmark redeemed 0.9 million units in BGC Holdings and 0.8 million units in Newmark holdings and in turn directly issued employees an equivalent amount of BGC or Newmark shares, respectively. Newmark incurred an expense of $11.3 million relating to this activity, which is included within “Allocations of net income and grant of exchangeability to limited partnership units and FPU’s, and issuance of common stock” in Newmark’s consolidated statements of operations. As of December 31, 2018, the number of share-equivalent BGC limited partnership units exchangeable into shares of BGC’s Class A common stock at the discretion of the unit holder was 26.0 million and the number of share-equivalent Newmark limited partnership units exchangeable into shares of Newmark’s Class A common stock at the discretion of the unit holder was 9.3 million. As of December 31, 2017, the number of share-equivalent BGC limited partnership units exchangeable into shares of BGC’s Class A common stock at the discretion of the unit holder was 12.3 million. The number of share-equivalent limited partnership units exchangeable into shares of BGC Class A common stock as of December 31, 2017 represent 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 December 31, 2018, the notional value of the BGC 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 $92.7 million. The number of outstanding limited partnership units with a post-termination pay-out represented 8.4 million limited partnership units in BGC Holdings and 3.8 million limited partnership units in Newmark Holdings, of which approximately 3.3 million units in BGC Holdings and 1.5 million units in Newmark Holdings were unvested. As of December 31, 2018, the aggregate estimated fair value of these limited partnership units was approximately $22.6 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 units 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. In addition, beginning January 1, 2018, Newmark began granting standalone limited partnership units in Newmark Holdings to Newmark employees. As of December 31, 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 $77.0 million. The number of outstanding limited partnership units with a post-termination pay-out represent 5.5 million limited partnership units in Newmark Holdings, of which approximately 4.0 million units in Newmark Holdings were unvested. As of December 31, 2018, the aggregate estimated fair value of these limited partnership units was approximately $8.0 million. 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 $(7.9) million, $21.3 million and $13.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. These are included in “Compensation and employee benefits” in Newmark’s 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 $51.5 million, $25.2 million and $26.5 million for the years ended December 31, 2018 , 2017 and 2016, respectively. This expense is included within “Allocations of net income and grant of exchangeability to limited partnership units and FPU’s, and issuance of common stock” in Newmark’s consolidated statements of operations. (b) A summary of the activity associated with RSUs in BGC is as follows: Restricted Stock Units Weighted- Average Grant Date Fair Value Weighted- Average Remaining Contractual Term (Years) Balance at December 31, 2015 258,526 $ 6.52 1.56 Granted 196,855 7.87 Settled units (delivered shares) (141,490 ) 5.85 Forfeited units (28,166 ) 7.64 Balance at December 31, 2016 285,725 7.56 1.75 Granted 269,754 10.37 Settled units (delivered shares) (151,844 ) 7.73 Forfeited units (57,097 ) 8.75 Balance at December 31, 2017 346,538 9.56 1.85 Granted 3,439 7.64 Settled units (delivered shares) (147,006 ) 9.17 Forfeited units (34,296 ) 10.01 Balance at December 31, 2018 168,675 $ 9.77 0.98 A summary of the activity associated with RSUs 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 264,532 13.54 Settled units (delivered shares) (8,109 ) 13.36 Forfeited units (36,536 ) 13.71 Balance at December 31, 2018 219,887 $ 13.52 2.28 Beginning January 1, 2018, Newmark began granting stand-alone Newmark RSUs to Newmark employees and directors. 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 2-4 year vesting period into settled units of Newmark Class A common stock. The fair value of RSUs awarded to Newmark employees and directors is determined on the date of grant based on the market value of Newmark 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 into one unit of Newmark Class A common stock upon completion of the vesting period. During the years ended December 31, 2018 and 2017, BGC granted 0.0 million and 0.3 million, respectively, of RSUs with aggregate estimated grant date fair value of $0.0 million and $2.8 million, respectively, to Newmark employees and directors. 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. During the year ended December 31, 2018, Newmark granted 0.3 million of RSUs with aggregate estimated grant date fair value of $3.6 million to Newmark employees and directors. 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. There were no Newmark RSU grants during the year ended December 31, 2017. As of December 31, 2018 and December 31, 2017, the aggregate estimated grant date fair value of outstanding BGC RSUs was $1.6 million and $3.3 million, respectively. As of December 31, 2018 and December 31, 2017, the aggregate estimated grant date fair value of outstanding Newmark RSUs was $3.0 million and $0.0 million, respectively. Compensation expense related to BGC RSUs, before associated income taxes, was approximately $1.1 million, $1.2 million and $1.0 million for the years ended December 31, 2018, 2017 and 2016, respectively. Compensation expense related to Newmark RSUs, before associated income taxes, was approximately $0.7 million for the year ended December 31, 2018. As of December 31, 2018, there was approximately $2.5 million total unrecognized compensation expense related to unvested Newmark RSUs and approximately $1.6 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 years ended December 31, 2018, 2017 and 2016 were $2.1 million, $0.3 million and $1.3 million, respectively. As of December 31, 2018 and 2017, the total liability for the deferred cash compensation awards was $1.5 million and $0.4 million, respectively, and is included in “Other long-term liabilities” in Newmark’s consolidated balance sheets. See Note 26 – Related Party Transactions for compensation related matters for the transfer of CCRE employees to Newmark. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | ( 30 ) (a) The following table summarizes certain of Newmark’s contractual obligations at December 31, 2018 (in thousands): Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Operating leases (1) $ 351,589 $ 42,870 $ 79,784 $ 70,028 $ 158,907 Warehouse facilities (2) 972,387 972,387 — — — Long-term debt (3) 550,000 — — 550,000 — Interest on long-term debt (4) 168,440 33,688 67,376 67,376 — Interest on warehouse facilities (5) 23,347 23,347 — — — Total contractual obligations $ 2,065,763 $ 1,072,292 $ 147,160 $ 687,404 $ 158,907 (1) Operating leases are related to rental payments under various non-cancelable leases principally for office space, net of sublease payments to be received. The total amount of sublease payments to be received is approximately $1.9 million over the life of the agreement. (2) The warehouse facilities are collateralized by $972.4 of loans held for sale, at fair value (see Note 20 – Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises), which loans were either under commitment to be purchased by Freddie Mac or had confirmed forward trade commitments for the issuance of and purchase of Fannie Mae or Ginnie Mae mortgage-backed securities. (3) Long-term debt reflects long-term borrowings of $550.0 million, 6.125% Senior Notes due 2023. The carrying amount of these notes was approximately $537.6 million. See Note 21 Long-Term Debt and Long-Term Debt Payable to Related Parties for more information regarding these obligations. (4) Reflects interest on the $550 million 6.125% Senior Notes until their maturity date of November 15, 2023. (5) Interest on the warehouse facilities was projected by using the 1 month LIBOR rate plus their respective additional basis points, primarily 120 basis points above LIBOR, applied to their respective outstanding balances as of December 31, 2018, through their respective maturity dates. Their respective maturity dates range from June to October 2019, while one line has an open maturity date. The notional amount of these committed and uncommitted warehouse facilities was $1,975 million at December 31, 2018. One of these lines had been increased temporarily to $1,000 million for the period from November 30, 2018 through January 29, 2019. On January 29, 2019 this temporary increase was reduced to $600 million. As of December 31, 2018 and 2017, Newmark was committed to fund approximately $294 million 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. (b) 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. As of December 31, 2018, minimum lease payments under these arrangements were as follows (in thousands): 2019 $ 42,870 2020 41,497 2021 38,287 2022 35,738 2023 34,290 Thereafter 158,907 Total $ 351,589 Rent expense for the years ended December 31, 2018, 2017 and 2016 was $42.6 million, $36.7 million and $37.3 million respectively. Rent expense is reported in “Operating, administrative and other” in Newmark’s consolidated statements of operations. (c) Newmark completed acquisitions from 2014 through 2018 for which contingent cash consideration of $16.8 million and limited partnership units of 1.4 million may be issued on certain targets being met through 2021. The contingent equity instruments are issued by and are included in the current portion of “Accounts payable, accrued expenses and other liabilities” on Newmark’s consolidated balance sheet. The contingent cash liability is recorded at fair value as deferred consideration on Newmark’s consolidated balance sheets. (d ) 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 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 | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | ( 3 1 ) Fourth Quarter 2018 Dividend On February 11, 2019, Newmark’s Board of Directors declared a quarterly qualified cash dividend of $0.09 per share payable on March 13, 2019 to Class A and Class B common stockholders of record as of February 28, 2019. Exchange Offer for the 6.125% Senior Notes Due 2023 On February 5, 2019, Newmark announced an offer to exchange up to $550 million aggregate principal amount of its outstanding 6.125% Senior Notes due 2023 issued in a private offering in November 2018 (the “Old Notes”) for an equivalent amount of its 6.125% Senior Notes due 2023 registered under the Securities Act of 1933. The exchange offer was made to satisfy the Company’s obligations under a registration rights agreement entered into, in connection with the issuance of the Old Notes, and does not represent a new financing transaction. The exchange offer closed on March 14, 2019. |
Schedule I - Parent Company Onl
Schedule I - Parent Company Only Financial Statements | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule I - Parent Company Only Financial Statements | NEWMARK GROUP, INC. (Parent Company Only) (in thousands) December 31, 2018 December 31, 2017 Assets: Current assets: Cash and cash equivalents $ 24 $ 1 Receivables from related parties - 11,474 Total current assets 24 11,475 Investment in subsidiaries 501,000 101,834 Note receivable from related party 593,517 670,710 Other assets 152,027 164,569 Total assets $ 1,246,568 $ 948,588 Liabilities: Current liabilities: Accounts payable and accrued expenses $ 84,436 $ 16,313 Payable to related parties 56,637 1,155 Total current liabilities 141,073 17,468 Long-term debt 537,926 670,710 Total liabilities 678,999 688,178 Total stockholders’ equity 567,569 260,410 Total liabilities and stockholders’ equity $ 1,246,568 $ 948,588 NEWMARK GROUP, INC. (Parent Company Only) STATEMENTS OF OPERATIONS (in thousands, except per share data) December 31, 2018 December 31, 2017 November 18, 2016 through December 31, 2016 Revenues: Interest income $ 27,249 $ 1,433 $ — Total revenue 27,249 1,433 — Expenses: Professional and consulting fees 277 — — Interest expense 27,249 1,499 — Other expenses 344 — — Total expenses 27,870 1,499 — Loss from operations before income taxes (621 ) (66 ) — Equity income of subsidiaries 190,826 199,166 — Provision for income taxes 83,473 54,608 — Net income available to common stockholders $ 106,732 $ 144,492 — Per share data: Basic earnings per share Net income available to common stockholders $ 101,641 $ 144,492 — Basic earnings per share $ 0.65 $ 1.08 N/A Basic weighted-average shares of common stock outstanding 157,256 133,413 N/A Fully diluted earnings per share Net income for fully diluted shares $ 105,571 $ 117,217 N/A Fully diluted earnings per share $ 0.64 $ 0.85 N/A Fully diluted weighted-average shares of common stock outstanding 163,810 138,398 N/A See accompanying Notes to Financial Statements. NEWMARK GROUP, INC. (Parent Company Only) (in thousands) December 31, 2018 December 31, 2017 November 18, 2016 through December 31, 2016 Net income $ 106,732 $ 144,492 $ — Total other comprehensive income, net of tax 106,732 144,492 — Comprehensive income available to common stockholders $ 106,732 $ 144,492 $ — NEWMARK GROUP, INC. (Parent Company Only) (in thousands) December 31, 2018 December 31, 2017 November 18, 2016 through December 31, 2016 CASH FLOWS FROM OPERATING ACTIVITIES: Net income available to common stockholders $ 106,732 $ 144,492 — Adjustments to reconcile net income to net cash used in operating activities: Equity income from subsidiaries (190,826 ) (199,166 ) — Deferred tax provision 14,197 47,548 — Changes in operating assets and liabilities: — Receivables from subsidiaries 22,717 (2,342 ) — Payable to subsidiaries 120,483 1,157 — Other assets (1,655 ) — — Accounts payable, accrued and other liabilities 68,123 8,311 — Net cash from operating activities 139,771 — — CASH FLOWS FROM INVESTING ACTIVITIES: Cash paid for acquisitions (6,691 ) — — Contribution to subsidiary — (304,290 ) — Net cash used in investing activities (6,691 ) (304,290 ) — CASH FLOWS FROM FINANCING ACTIVITIES: Contribution from BGC — — 1 Proceeds from the Initial Public Offering, net of underwriting discounts — 304,290 — Repayment of long-term debt (670,710 ) (304,290 ) — Borrowings of long-term debt 537,926 — — Distributions from subsidiaries 107,000 Reinvestment of cash in subsidiaries (65,000 ) Dividends to stockholders (41,787 ) Treasury stock repurchases (486 ) Repayment of related party receivable — 304,290 — Net cash provided by (used in) financing activities (133,057 ) 304,290 1 Net cash and cash equivalents 23 — 1 Cash and cash equivalents at beginning of period 1 1 — Cash and cash equivalents at end of period $ 24 $ 1 $ 1 Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 21,751 $ — $ — Taxes $ 1,165 $ — $ — Supplemental disclosure of noncash investing and financing activities: Net assets contributed by BGC Partners’ $ — $ 795,497 $ — Note receivable from related parties $ — $ 975,000 $ — Debt assumed from BGC $ — $ 975,000 $ — Accrued offering costs $ — $ 8,870 $ — (1) Organization and Basis of Presentation The accompanying Parent Company Only Financial Statements of Newmark Group, Inc. (“Newmark”) should be read in conjunction with the consolidated financial statements of Newmark Group, Inc. and subsidiaries and notes thereto. Newmark, 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, origination of 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 (“CF&Co”), subsequent to the Spin-off, the majority of the voting power of Newmark is held by Cantor. Acquisition of Berkeley Point and Investment in Real Estate LP On September 8, 2017, BGC acquired from Cantor Commercial Real Estate Company, LP (“CCRE”), 100% of the equity of Berkeley Point Financial (“Berkeley Point Acquisition”). Berkeley Point Financial (“BPF” , or, together with Newmark’s multifamily investment sales and non-GSE multifamily brokerage business, it’s “Multifamily Capital Market Business” Concurrently with the Berkeley Point Acquisition, on September 8, 2017 Newmark OpCo invested $100 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. As of December 31, 2018 and 2017, Newmark’s investment in Real Estate LP was accounted for under the equity method. Separation and Distribution Agreement 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; • 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; and • other agreements governing the relationship between BGC, Newmark and Cantor. Initial Public Offering 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 (the “overallotment 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. 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 overallotment option. Also upon the closing of the overallotment option, Newmark’s public stockholders owned approximately 9.8% of Newmark’s 234.2 million fully diluted shares outstanding The Spin-Off On November 30, 2018, BGC completed the Spin-Off to its stockholders of all of the shares of Newmark common stock owned by BGC as of immediately prior to the effective time of the Spin-off, with shares of Newmark Class A common stock distributed to the holders of shares of BGC’s Class A common stock (including directors and executive officers of BGC Partners) of record as of the close of business on November 23, 2018 (the “Record Date”), and shares of Newmark Class B common stock distributed to the holders of shares of BGC’s Class B common stock (consisting of Cantor and CF Group Management, Inc. (“CFGM”)) of record as of the close of business on the Record Date. Based on the number of shares of BGC common stock outstanding as of the close of business on the Record Date, BGC’s stockholders as of the Record Date received in the Spin-off 0.463895 of a share of Newmark Class A common stock for each share of BGC Class A common stock held as of the Record Date, and 0.463895 of a share of Newmark Class B common stock for each share of BGC Class B common stock held as of the Record Date. BGC Partners stockholders received cash in lieu of any fraction of a share of Newmark common stock that they otherwise would have received in the Spin-off. Prior to and in connection with the Spin-Off, 14.8 million Newmark Units held by BGC were exchanged into 9.4 million shares of Newmark Class A common stock and 5.4 million shares of Newmark Class B common stock, and 7.0 million Newmark OpCo Units held by BGC were exchanged into 6.9 million shares of Newmark Class A common stock. These Newmark Class A and Class B shares of common stock were included in the Spin-Off to BGC’s stockholders. In the aggregate, BGC distributed 131,886,409 shares of Newmark Class A common stock and 21,285,537 shares of Newmark Class B common stock to BGC’s stockholders in the Spin-off. These shares of Newmark common stock collectively represented approximately 94% of the total voting power of our outstanding common stock and approximately 87% of the total economics of our outstanding common stock in each case as of the Distribution Date. On November 30, 2018, BGC Partners also caused its subsidiary, BGC Holdings, to distribute pro rata (the “BGC Holdings distribution”) all of the 1,458,931 exchangeable limited partnership units of Newmark Holdings, held by BGC Holdings immediately prior to the effective time of the BGC Holdings distribution to its limited partners entitled to receive distributions on their BGC Holdings units (including Cantor and executive officers of BGC) who were holders of record of such units as of the Record Date. The Newmark Holdings units distributed to BGC Holdings partners in the BGC Holdings distribution are exchangeable for shares of Newmark Class A common stock, and in the case of the 449,917 Newmark Holdings units received by Cantor also into shares of Newmark Class B common stock, at the applicable exchange ratio (subject to adjustment). As of December 31, 2018, the exchange ratio was 0.9793 shares of Newmark common stock per Newmark Holdings unit. Following the Spin-Off and the BGC Holdings distribution, BGC Partners ceased to be Newmark’s controlling stockholder, and BGC and its subsidiaries no longer held any shares of Newmark’s common stock or other equity interests in it or its subsidiaries. Cantor continues to control Newmark and its subsidiaries following the Spin-Off and the BGC Holdings distribution. Debt On November 6, 2018, Newmark closed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023 (the “6.125% Senior Notes”). The 6.125% Senior Notes were priced at 98.937% to yield 6.375%. The 6.125% Senior Notes, which were priced on November 1, 2018, were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933. The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023. The initial carrying amount of the 6.125% Senior Notes was $537.6 million, net of debt issue costs of $6.3 million and net of debt discount of $5.8 million. On November 28, 2018, Newmark entered into a credit agreement by and among Newmark, the several financial institutions from time to time party thereto, as Lenders, and Bank of America N.A., as administrative agent, the Credit Agreement. The Credit Agreement provides for a $250.0 million three-year unsecured senior revolving credit facility, the Credit Facility. The Credit Facility also provides for an unused facility fee. No amounts were outstanding on this facility as of December 31, 2018. On November 30, 2018 the Company entered into an unsecured credit agreement with Cantor. The Cantor Credit Agreement provides for each party to issue loans to the other party in the lender’s discretion. Pursuant to the Cantor Credit Agreement, the parties and their respective subsidiaries (with respect to CFLP, other than BGC and its subsidiaries) may borrow up to an aggregate principal amount of $250.0 million from each other from time to time. As of December 31, 2018, there were no borrowings outstanding under the new unsecured senior revolving credit agreement. On November 22, 2017, BGC and Newmark entered into an amendment to an unsecured senior term loan. 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 from the IPO to partially repay $304.3 million of the Term Loan. During the year ended December 31, 2018, Newmark repaid the outstanding balance of $270.7 million on the Term Loan, at which point the facility was terminated. 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 date of the revolver amendment and 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. On June 19, 2018, Newmark repaid $152.9 million, and on September 26, 2018, Newmark repaid $113.2 million of the Converted Term Loan using proceeds from the issuance of exchangeable preferred limited partnership units. On November 6, 2018, Newmark repaid the remaining $133.9 million outstanding principal amount of the Converted Term Loan using the proceeds from the sale of its 6.125% Senior Notes (2) Other assets of $152.0 million consist of prepaid expenses of $1.6 million and deferred tax assets of $150.4 million as of December 31, 2018. As of December 31, 2017, other assets consist of deferred tax assets of $164.6 million. Deferred tax assets are primarily comprised of book-tax difference associated with deferred compensation awards as well as the basis difference between BPF’s net assets and its tax basis. (3) Accounts payable and accrued expenses consisted of the following (in thousands): As of December 31, 2018 2017 Accrued interest $ 5,149 $ 1,254 Corporate taxes payable 79,079 7,059 Other 208 8,000 $ 84,436 $ 16,313 ( 4) Long-Term Debt 6.125% Senior Notes On November 6, 2018, Newmark closed its offering of $550.0 million aggregate principal amount of 6.125% Senior Notes due 2023. The 6.125% Senior Notes were priced at 98.937% to yield 6.375%. The 6.125% Senior Notes, which were priced on November 1, 2018, were offered and sold by Newmark in a private offering exempt from the registration requirements under the Securities Act of 1933. The 6.125% Senior Notes bear an interest rate of 6.125% per annum, payable on each May 15 and November 15, beginning on May 15, 2019, and will mature on November 15, 2023. The initial carrying amount of the 6.125% Senior Notes was $537.6 million, net of debt issue costs of $6.3 million and net of debt discount of $5.8 million. Newmark uses the effective interest rate method to amortize the debt discount over the life of the loan. Newmark amortized $0.2 million of debt discount for the year ended December 31, 2018. Newmark uses the straight-line method to amortize these debt issue costs over the life of the loan. Newmark amortized $0.2 million for the year ended December 31, 2018. Newmark recorded interest expense related to the 6.125% Senior Notes of $5.5 million for the year ended December 31, 2018. The interest rate as of December 31, 2018 was 6.125%. Revolving Credit Facility On November 28, 2018, Newmark entered into a credit agreement by and among Newmark, the several financial institutions from time to time party thereto, as Lenders, and Bank of America N.A., as administrative agent, the Credit Agreement. The Credit Agreement provides for a $250.0 million three-year unsecured senior revolving credit facility, the Credit Facility. Borrowings under the Credit Facility will bear an annual interest equal to, at Newmark’s option, either (a) LIBOR for specified periods, or upon the consent of all Lenders, such other period that is 12 months or less, plus an applicable margin, or (b) a base rate equal to the greatest of (i) the federal funds rate plus 0.5%, (ii) the prime rate as established by the administrative agent, and (iii) one-month LIBOR plus 1.0%. The applicable margin is 200 basis points with respect to LIBOR borrowings in (a) above and can range from 0.25% to 1.25% higher, depending upon Newmark’s credit rating. The Credit Facility also provides for an unused facility fee. No amounts were outstanding on this facility as of December 31, 2018. Cantor Credit Agreement On November 30, 2018 the Company entered into an unsecured credit agreement with Cantor. The Cantor Credit Agreement provides for each party to issue loans to the other party in the lender’s discretion. Pursuant to the Cantor Credit Agreement, the parties and their respective subsidiaries (with respect to CFLP, other than BGC and its subsidiaries) may borrow up to an aggregate principal amount of $250.0 million from each other from time to time at an interest rate which is higher to CFLP’s or the Company’s short-term borrowing rate then in effect, plus 1.0%. As of December 31, 2018, there were no borrowings outstanding under the new unsecured senior revolving credit agreement. 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 provided for revolving loans of up to $400.0 million. The maturity date of the facility was September 8, 2019. Borrowings under this facility bore 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. If there were any amounts outstanding under the term loan facility as of December 31, 2017, the pricing would increase by 50 basis points until the term loan facility was paid in full and if there were any amounts outstanding under the term loan facility as of June 30, 2018, the pricing would increase by an additional 75 basis points (125 basis points in the aggregate) until the term loan facility was paid in full. From and after the repayment in full of the term loan facility, the pricing would return 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 the 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. On June 19, 2018, Newmark repaid $152.9 million, and on September 26, 2018, Newmark repaid $113.2 million of the Converted Term Loan using proceeds from the issuance of exchangeable preferred limited partnership units. On November 6, 2018, Newmark repaid the remaining $133.9 million outstanding principal amount of the Converted Term Loan using the proceeds from the sale of its 6.125% Senior Notes. Therefore, there were no borrowings outstanding as of December 31, 2018. As of December 31, 2017, the interest rate on this facility was 4.21%. 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 provided for loans of up to $575.0 million. The maturity date of the agreement was September 8, 2019. Borrowings under this facility bore interest at either LIBOR or a defined base rate plus an additional margin which ranged 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 was a LIBOR loan or a base rate loan. If there were any amounts outstanding under the term loan facility as of December 31, 2017, the pricing would increase by 50 basis points until the term loan facility was paid in full and if there were any amounts outstanding under the term loan facility as of June 30, 2018, the pricing would increase by an additional 75 basis points (125 basis points in the aggregate) until the term loan facility is paid in full. From and after the repayment in full of the term loan facility, the pricing would return to the levels previously described. 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 senior term loan. The term loan credit agreement was 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 BGC’s CEO sales program). The proceeds from the IPO net of underwriting discounts of approximately $304.3 million were used to partially repay the Term Loan. The proceeds from the exercise by the underwriters of their overallotment option to purchase additional shares of Newmark Class A Common Stock in the IPO was also used to partially repay the Term Loan. During the year ended December 31, 2018, Newmark repaid the outstanding balance of $270.7 million on the Term Loan, at which point the facility was terminated. As of December 31, 2017, the interest rate on this facility was 4.21%. ( 5 ) Fourth Quarter 2018 Dividend On February 11, 2019, Newmark’s Board of Directors declared a quarterly qualified cash dividend of $0.09 per share payable on March 13, 2019 to Class A and Class B common stockholders of record as of February 28, 2019. Exchange Offer for the 6.125% Senior Notes Due 2023 On February 5, 2019, Newmark announced an offer to exchange up to $550 million aggregate principal amount of its outstanding 6.125% Senior Notes due 2023 issued in a private offering in November 2018 (the “Old Notes”) for an equivalent amount of its 6.125% Senior Notes due 2023 registered under the Securities Act of 1933. The exchange offer was made to satisfy the Company’s obligations under a registration rights agreement entered into in connection with the issuance of the Old Notes, and does not represent a new financing transaction. The exchange offer closed on March 14, 2019. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Newmark’s 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 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 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 consolidated financial statements are presented as if Newmark had operated on a stand-alone basis for all periods presented. During the year ended December 31, 2018, Newmark changed the line item formerly known as “Allocations of net income and grant of exchangeability to limited partnership units and FPUs” to “Allocations of net income and grant of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statement of operations. Newmark also changed “Gains from mortgage banking activities, net” to “Gains from mortgage banking activities/orginations, net” during the year ended December 31, 2018. The line item “Warehouse notes payable” was changed to “Warehouse facilities collateralized by U.S. Government Sponsored Enterprises” during the year ended December 31, 2018. Reclassifications have been made to previously reported amounts to conform to the current presentation. 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. Accordingly, the financial results of Newmark have been retrospectively adjusted to include the financial results of BPF in the 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. As of October 15, 2018, ARA, Berkeley Point, NKF Capital Markets, and Newmark Cornish & Carey all operate under the name “Newmark Knight Frank”. The following tables summarize the impact of the Berkeley Point Acquisition on Newmark’s consolidated statements of operations for the year ended December 31, 2016 (in thousands): Year Ended December 31, 2016 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 45,295 $ 125,910 $ 171,205 Consolidated net income 41,382 125,830 167,212 Net loss attributable to noncontrolling interests (1,189 ) — (1,189 ) Net income available to common stockholders $ 42,571 $ 125,830 $ 168,401 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 26—Related Party Transactions), representing valid receivables and liabilities of Newmark, which are periodically cash settled, have been included in the consolidated financial statements as either receivables to or payables from related parties. Additionally, prior to the Spin-Off, certain other transactions between BGC and Newmark are recorded as contributions of BGC’s net investment in Newmark, including acquisitions prior to the IPO (see 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 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 26—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 consolidated balance sheets and as part of the change in payments to and borrowings from related parties in the financing section within the accompanying consolidated statements of cash flows. The income tax provision in the 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 consolidated financial statements contain all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the consolidated balance sheets, the consolidated statements of operations, the consolidated statements of comprehensive income, the consolidated statements of cash flows and the consolidated statements of changes in equity of Newmark for the periods presented. |
Recently Adopted Accounting Pronouncements | (b) In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 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 consolidated statements of operations most closely associated with financial instruments, including 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 consolidated financial statements for the year ended December 31, 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 13— Revenues 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 Technical Corrections and Improvements to 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) Leases (Topic 842) Leases (Topic 842), Narrow-Scope Improvements for Lessors 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 Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes 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 In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) |
Use of Estimates | Use of Estimates: The preparation of Newmark’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities in Newmark’s consolidated financial statements. Management believes that the estimates utilized in preparing these consolidated financial statements are reasonable. Estimates, by their nature, are based on judgment and available information. Actual results could differ materially from the estimates included in Newmark’s consolidated financial statements. |
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 consolidated 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 8—Investments for additional information. |
Revenue Recognition | Revenue Recognition: The accounting policy changes are attributable to the adoption of ASU No. 2014-09, Revenue from contracts with Customers Commissions: Commissions from real estate brokerage transactions are typically recognized at a point in time on the date the lease is signed, if deemed not subject to significant reversal. The date the lease is signed represents the transfer of control and satisfaction of the performance obligation as the tenant has been secured. Commission payments may be due entirely upon lease execution or may be paid in installments upon the resolution of a future contingency (e.g. tenant move-in or payment of first month’s rent). Commission revenues from sales brokerage transactions are recognized at the time the service has been provided and the commission becomes legally due, except when future contingencies exist. In most cases, close of escrow or transfer of title is a future contingency, and revenue recognition is deferred until all contingencies are satisfied. Gains from Mortgage Banking Activities/Originations, net: Gains from mortgage banking activities/originations, net are recognized when a derivative asset or liability is recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The derivative is recorded at fair value and includes loan origination fees, sales premiums and the estimated fair value of the expected net servicing cash flows. Gains from mortgage banking activities/originations, net are recognized net of related fees and commissions to third-party brokers. Management Services, Servicing Fees and Other: Management services revenues include property management, facilities management and project management. Management fees are recognized at the time the related services have been performed, unless future contingencies exist. In addition, in regard to 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 amounts which are to be reimbursed per the terms of the services contract 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 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 it 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. 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. Servicing fees are earned for servicing mortgage loans and are recognized on an accrual basis over the lives of the related mortgage loans. Also included in servicing fees are the fees earned on prepayments, interest and placement fees on borrowers’ escrow accounts and other ancillary fees. Other revenues include interest income on warehouse notes receivable. |
Fees to Related Parties | Fees to Related Parties: Newmark is allocated costs from Cantor and BGC for back-office services provided by Cantor and BGC and their affiliates, including occupancy of office space, utilization of fixed assets, accounting, operations, human resources and legal services and information technology. Fees are expensed as they are incurred. |
Other Income, Net | Other Income, Net: Other income, net comprises gains or losses recorded in connection with changes in fair value of contingent consideration in connection with entities acquired, gains and losses associated with the Nasdaq monetization transactions and the movement of mark-to market and/or hedge on marketable securities that are classified as trading securities (see Note 7—Marketable Securities), Newark’s pro-rata share for equity method investments which Newmark has significant influence but not a controlling interest (see Note 8—Investments), movements related to the impact of any unrealized non-cash mark-to-market gains or losses related to the RBC Forward agreement, unrealized gains relating to investments carried under the measurement alternative, and realized losses on the accretion of contingent consideration (see Note 25—Fair Value of Financial Assets and Liabilities). |
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 (See Note 12 – Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit). |
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 years ended December 31, 2018, 2017 and 2016, Newmark recognized revenues as follows (in thousands): Year Ended December 31, 2018 2017 2016 Leasing and other commissions $ 817,435 $ 616,980 $ 513,812 Capital markets 468,904 397,736 335,607 Gains from mortgage banking activities/origination, net 182,264 206,000 193,387 Management services, servicing fees and other 578,976 375,734 307,177 Revenues $ 2,047,579 $ 1,596,450 $ 1,349,983 |
Fair Value | Fair Value: U.S. GAAP guidance defines fair value as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and further expands disclosures about such fair value measurements. The 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 or 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. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Newmark considers all highly liquid investments with original maturities of 90 days or less at the date of acquisition to be cash equivalents. Cash and cash equivalents are held with banks as deposits. |
Marketable Securities | Marketable Securities: Marketable securities comprise securities held for investment purposes and are accounted for in accordance with U.S. GAAP guidance, Investments—Debt and Equity Securities. Marketable securities are classified as trading securities and accordingly are measured at fair value with any changes in fair value recognized currently in earnings and included in “Other income, net” in Newmark’s consolidated statements of operations. See Note 7 – Marketable Securities for additional information. |
Investments | Investments: Newmark’s investments, in which it has significant influence but not a controlling interest and of which it is not the primary beneficiary, are accounted for under the equity method. Newmark’s consolidated financial statements include the accounts of Newmark and its wholly owned and majority owned subsidiaries. Newmark’s policy is to consolidate all entities of which it owns more than 50% unless it does not have control over the entity. In accordance with U.S. GAAP guidance, Consolidation of Variable Interest Entities, Newmark also combines any variable interest entities (“VIEs”) of which it is the primary beneficiary. |
Loans Held for Sale, at Fair Value ("LHFS") | Loans Held for Sale, at Fair Value (“LHFS”): Newmark maintains multifamily and commercial mortgage loans for the purpose of sale to Government Sponsored Enterprises (“GSEs”). Prior to funding, Newmark enters into an agreement to sell the loans to third-party investors at a fixed price. During the period prior to sale, interest income is calculated and recognized in accordance with the terms of the individual loan. LHFS are recorded at fair value, as Newmark has elected the fair value option. The primary reasons Newmark has elected to account for loans backed by commercial real estate under the fair value option are to better offset the change in fair value of the loan and the change in fair value of the derivative instruments used as economic hedges. |
Derivative Financial Instruments | Derivative Financial Instruments: Newmark has loan commitments to extend credit to third parties. The commitments to extend credit are for mortgage loans at a specific rate (rate lock commitments). These commitments generally have fixed expiration dates or other termination clauses and may require a fee. Newmark is committed to extend credit to the counterparty as long as there is no violation of any condition established in the commitment contracts. Newmark simultaneously enters into a commitment to deliver such mortgages to third-party investors at a fixed price (forward sale contracts). Newmark entered into four variable postpaid forward contracts as a result of the RBC Forward. These contracts qualify as derivative financial instruments. The commitment to extend credit, the forward sale commitment and RBC Forwards qualify as derivative financial instruments. Newmark recognizes all derivatives on its consolidated balance sheets as assets or liabilities measured at fair value. The change in the derivatives fair value is recognized in current period earnings. |
Mortgage Servicing Rights, net (“MSR”) | Mortgage Servicing Rights, net (“MSR”): Newmark initially recognizes and measures the rights to service mortgage loans at fair value and subsequently measures them using the amortization method. Newmark recognizes rights to service mortgage loans as separate assets at the time the underlying originated mortgage loan is sold, and the value of those rights is included in the determination of the gains on loans held for sale. Purchased MSRs, including MSRs purchased from CCRE, are initially recorded at fair value, and subsequently measured using the amortization method. Newmark receives up to a 3-basis point servicing fee and/or up to a 1-basis point surveillance fee on certain Freddie Mac loans after the loan is securitized in a Freddie Mac pool (Freddie Mac Strip). The Freddie Mac Strip is also recognized at fair value and subsequently measured using the amortization method, but is recognized as a MSR at the securitization date. MSRs are assessed for impairment, at least on an annual basis, based upon the fair value of those rights as compared to the amortized cost. Fair values are estimated using a valuation model that calculates the present value of the future net servicing cash flows. In using this valuation method, Newmark incorporates assumptions that management believes market participants would use in estimating future net servicing income. It is reasonably possible that such estimates may change. Newmark amortizes the mortgage servicing rights in proportion to, and over the period of, the projected net servicing income. For purposes of impairment evaluation and measurement, Newmark stratifies MSRs based on predominant risk characteristics of the underlying loans, primarily by investor type (Fannie Mae/Freddie Mac, FHA/GNMA, CMBS and other). To the extent that the carrying value exceeds the fair value of a specific MSR strata, a valuation allowance is established, which is adjusted in the future as the fair value of MSRs increases or decreases. Reversals of valuation allowances cannot exceed the previously recognized impairment up to the amortized cost. |
Receivables, Net | Receivables, Net: Newmark has accrued commission’s receivable from real estate brokerage transactions and management services and servicing fee receivables from contractual management assignments. Receivables are presented net of allowance for doubtful accounts of $16.3 million and $16.0 million as of December 31, 2018 and 2017, respectively. The allowance is based on management’s estimate and is reviewed periodically based on the facts and circumstances of each outstanding receivable. |
Fixed Assets, Net | Fixed Assets, Net: Fixed assets are carried at cost net of accumulated depreciation and amortization. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets. The costs of additions and improvements are capitalized, while maintenance and repairs are expensed as incurred. Fixed assets are depreciated over their estimated useful lives as follows: Leasehold improvements and other fixed assets shorter of the remaining term of lease or useful life Software, including software development costs 3-5 years straight-line Computer and communications equipment 3-5 years straight-line |
Long-Lived Assets | Long-Lived Assets: Newmark periodically evaluates potential impairment of long-lived assets and amortizable intangibles, when a change in circumstances occurs, by applying the concepts of U.S. GAAP guidance, Accounting for the Impairment or Disposal of Long-Lived Assets, and assessing whether the unamortized carrying amount can be recovered over the remaining life through undiscounted future expected cash flows generated by the underlying assets. If the undiscounted future cash flows were less than the carrying value of the asset, an impairment charge would be recorded. The impairment charge would be measured as the excess of the carrying value of the asset over the present value of estimated expected future cash flows using a discount rate commensurate with the risks involved. |
Goodwill and Other Intangible Assets, Net | Goodwill and Other Intangible Assets, Net: Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination. As prescribed in U.S. GAAP guidance, Intangibles—Goodwill and Other, goodwill and other indefinite-lived intangible assets are not amortized, but instead are periodically tested for impairment. Newmark reviews goodwill and other indefinite-lived intangible assets for impairment on an annual basis during the fourth quarter of each fiscal year or whenever an event occurs or circumstances change that could reduce the fair value of a reporting unit below its carrying amount. When reviewing goodwill for impairment, Newmark first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. There was a $6.3 million impairment charge recognized for Newmark’s indefinite-lived intangible assets other than goodwill for the year ended December 31, 2017, and no impairment of indefinite-lived intangible assets other than goodwill was deemed necessary for the years ended December 31, 2018 and 2016. Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives. Definite-lived intangible assets arising from business combinations include trademarks and trade names, contractual and non-contractual customers, non-compete agreements and brokerage backlog. |
Financial Guarantee Liability | Financial Guarantee Liability: Newmark recognizes a liability in connection with the guarantee provided to Fannie Mae under the Delegated Underwriting and Servicing Program (“DUS”) and Freddie Mac under the Targeted Affordable Housing Program (“TAH”). The financial guarantee liability requires Newmark to make payments to the guaranteed party based on the borrower’s failure to meet its obligations. The liability is adjusted through provisions charged or reversed through operations. The financial guarantee liability is included in “Other long-term liabilities” on Newmark’s consolidated balance sheets. |
Transfer of Financial Assets | Transfer of Financial Assets: Newmark originates its commercial mortgage loans primarily for the GSEs’ distribution channels, which generally involve (a) Freddie Mac purchasing Newmark’s loans for cash, (b) Fannie Mae securitizing Newmark’s loans into a mortgage-backed security (“MBS”) guaranteed by Fannie Mae, (c) FHA guaranteeing the credit risk of Newmark’s loans or (d) Ginnie Mae securitizing Newmark’s loans into an MBS. MBS are collateralized by the loan and Ginnie Mae selling the MBS for cash. As part of its origination activities, Newmark accounts for the transfer of financial assets in accordance with U.S. GAAP guidance for Transfer and Servicing. In accordance with this guidance, the transfer of financial assets between two entities must meet the following criteria for derecognition and sale accounting: • The transfer must involve a financial asset, group of financial assets or a participating interest; • The financial assets must be isolated from the transferor and its consolidated affiliates as well as its creditors; • The transferee or beneficial interest holders must have the right to pledge or exchange the transferred financial assets; and • The transferor may not maintain effective control of the transferred assets. Newmark determined that all loans sold during the periods presented met these specific conditions and accounted for all transfers of loans held for sale as completed sales. |
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises | Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises Warehouse facilities collateralized by U.S. Government Sponsored Enterprises are borrowings under warehouse line agreements. The carrying amounts approximate fair value due to the short-term maturity of these instruments. Outstanding borrowings against these lines are collateralized by an assignment of the underlying mortgages, reflected as loans held for sale, at fair value on Newmark’s consolidated balance sheets and third-party purchase commitments. The borrowing rates on the warehouse lines are based on short-term LIBOR plus applicable margins. Accordingly, the warehouse facilities collateralized by U.S. Government Sponsored Enterprises are typically classified within Level 2 of the fair value hierarchy. The facilities are generally repaid within a 45-day period when Freddie Mac buys the loans or upon settlement of the Fannie Mae or Ginnie Mae mortgage-backed securities, while Newmark retains servicing rights. |
Income Taxes | Income Taxes: Newmark accounts for income taxes 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 basis differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis. 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, rather than the partnership entity. As such, the partners’ tax liability or benefit is not reflected in Newmark’s consolidated financial statements. The tax-related assets, liabilities, provisions or benefits included in Newmark’s consolidated financial statements also reflect the results of the entities that are taxed as corporations, either in the U.S. or in foreign jurisdictions. Newmark’s income taxes as presented are calculated on a separate return basis for the periods prior to the Spin-Off and have historically been included in BGC’s U.S. federal and state tax returns or separate non-U.S. jurisdictions tax returns. Subsequent to the Spin-Off, Newmark will file its own stand-alone tax returns for its operations within these jurisdictions. The 2018 tax results reflect both the pre and post spin periods and, as such, Newmark’s tax results as presented are not necessarily reflective of the results that Newmark would have generated on a stand-alone basis. Newmark provides for uncertain tax positions based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. Management is required to determine whether a tax position is more likely than not to be sustained upon examination by tax authorities, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Because significant assumptions are used in determining whether a tax benefit is more likely than not to be sustained upon examination by tax authorities, actual results may differ from Newmark’s estimates under different assumptions or conditions. Newmark recognizes interest and penalties related to uncertain tax positions in “Provision for income taxes” in Newmark’s consolidated statements of operations. A valuation allowance is recorded against deferred tax assets if it is deemed more likely than not that those assets will not be realized. In assessing the need for a valuation allowance, Newmark considers all available evidence, including past operating results, the existence of cumulative losses in the most recent fiscal years, estimates of future taxable income and the feasibility of tax planning strategies. The measurement of current and deferred income tax assets and liabilities is based on provisions of enacted tax laws and involves uncertainties in the application of tax regulations in the U.S. and other tax jurisdictions. Because Newmark’s interpretation of complex tax law may impact the measurement of current and deferred income taxes, actual results may differ from these estimates under different assumptions regarding the application of tax law. On December 22, 2017, the SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for tax effects of the 2017 Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the 2017 Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the 2017 Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the 2017 Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate to be included in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provision of the tax laws that were in effect immediately before the enactment of the 2017 Tax Act. While Newmark is able to make a reasonable estimate of the impact of the reduction in the corporate rate, the final impact of the 2017 Tax Act may differ from these estimates, due to, among other things, changes in interpretations, additional guidance that may be issued, unexpected negative changes in business and market conditions that could reduce certain tax benefits, and actions taken by Newmark as a result of the 2017 Tax Act. |
Equity-Based and Other Compensation | Equity-Based and Other Compensation: Newmark accounts for equity-based compensation under the fair value recognition provisions. Equity-based compensation expense recognized during the period is based on the value of the portion of equity-based payment awards that is ultimately expected to vest. The grant-date fair value of equity-based awards is amortized to expense ratably over the awards’ vesting periods. As equity-based compensation expense recognized in the Newmark’s consolidated statements of operations is based on awards ultimately expected to vest, it has been reviewed for estimated forfeitures. Further, forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Restricted Stock Units: Restricted stock units (“RSUs”) provided to certain Newmark employees by BGC and are accounted for as equity awards, and in accordance with U.S. GAAP Newmark is required to record an expense for the portion of the RSUs that is ultimately expected to vest. The grant-date fair value of RSUs is amortized to expense ratably over the awards’ vesting periods. The amortization is reflected as non-cash equity-based compensation expense in Newmark’s consolidated statements of operations. Limited Partnership Units: Limited partnership units in BGC Holdings and Newmark Holdings are held by Newmark employees and 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 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 and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. Certain of these limited partnership units entitle the holders to receive post-termination payments equal to the notional amount in four equal yearly installments after the holder’s termination. These limited partnership units are accounted for as post-termination liability awards under U.S. GAAP guidance, which requires that Newmark record an expense for such awards based on the change in value at each reporting period and include the expense in the Newmark’s consolidated statements of operations as part of “Compensation and employee benefits.” The liability for limited partnership units with a post-termination payout amount is included in “Accrued compensation” on the Newmark’s consolidated balance sheets. Certain limited partnership units held by Newmark employees are granted exchangeability into Class A common stock. At the time exchangeability is granted, Newmark recognizes an expense based on the fair value of the award on that date, which is included in “Allocations of net income and grants of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. BGC and Newmark have also awarded Preferred Units held by Newmark employees. 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 the Preferred Distribution, which is deducted before the calculation and distribution of the quarterly partnership distribution for the remaining partnership units. 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 into BGC or Newmark Class A common stock and are only entitled to the Preferred Distribution, and accordingly they 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 grants of exchangeability to limited partnership units and FPUs and issuance of common stock” in Newmark’s consolidated statements of operations. |
Redeemable Partnership Interest | Redeemable Partnership Interests: Redeemable partnership interest represents limited partnership interests in Newmark Holdings held by founding/working partners and HDU holders. (See Note 2—Limited Partnership Interests for additional information related to redeemable partnership interest.) |
Loans, Forgivable Loans and Other Receivables from Employees and Partners | Loans, Forgivable Loans and Other Receivables from Employees and Partners: Newmark has entered into various agreements with certain of its employees and partners whereby these individuals receive loans which may be either wholly or in part repaid from the distribution earnings that the individual receives on some or all of their limited partnership units 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 loan. 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. Management reviews the loan balances each reporting period for collectability. If Newmark determines that the collectability of a portion of the loan balances is not expected, Newmark recognizes a reserve against the loan balance. This reserve is included in “compensation and employee benefits” in Newmark’s consolidated statements of operations. |
Noncontrolling Interest | Noncontrolling Interests: Noncontrolling interests represent third-party, Cantor’s and BGC’s (prior to the Spin-Off) ownership interests in Newmark’s consolidated subsidiaries and EPUs (see Note 1 – Organization and Basis of Presentation) and are included on Newmark’s consolidated balance sheets. Cantor and BGC units receive allocations of net income (loss), which are cash distributed on a quarterly basis and are reflected as a component of “Net income (loss) attributable to noncontrolling interests” in Newmark’s consolidated statements of operations. |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Acquisition Impact in Consolidated Balance Sheets and Consolidated Statements of Operations [Table Text Block] | The following tables summarize the impact of the Berkeley Point Acquisition on Newmark’s consolidated statements of operations for the year ended December 31, 2016 (in thousands): Year Ended December 31, 2016 As Previously Reported Retrospective Adjustments As Retrospectively Adjusted Income before income taxes and noncontrolling interests $ 45,295 $ 125,910 $ 171,205 Consolidated net income 41,382 125,830 167,212 Net loss attributable to noncontrolling interests (1,189 ) — (1,189 ) Net income available to common stockholders $ 42,571 $ 125,830 $ 168,401 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Recognized Revenues | For the years ended December 31, 2018, 2017 and 2016, Newmark recognized revenues as follows (in thousands): Year Ended December 31, 2018 2017 2016 Leasing and other commissions $ 817,435 $ 616,980 $ 513,812 Capital markets 468,904 397,736 335,607 Gains from mortgage banking activities/origination, net 182,264 206,000 193,387 Management services, servicing fees and other 578,976 375,734 307,177 Revenues $ 2,047,579 $ 1,596,450 $ 1,349,983 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Summary of Components of Purchase Consideration Transferred and Preliminary Allocation of Assets Acquired and Liabilities Assumed | For the year ended December 31, 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 Cash and cash equivalents $ 1,110 Goodwill 42,188 Receivables, net 50,731 Fixed Assets, net 1,276 Other intangible assets, net 4,677 Other assets 2,894 Total assets 102,876 Current liabilities Current portion of accounts payable, accrued expenses and other liabilities 15,937 Accrued compensation 26,765 Total liabilities 42,702 Net assets acquired $ 60,174 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 Weight_2
Earnings Per Share and Weighted-Average Shares Outstanding (Tables) | 12 Months Ended |
Dec. 31, 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): Year Ended December 31, 2018 2017 2016 Basic earnings per share: Net income available to common stockholders (1) $ 101,641 $ 144,492 $ 168,401 Basic weighted-average shares of common stock outstanding 157,256 133,413 N/A Basic earnings per share $ 0.65 1.08 N/A 1. In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 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): Year Ended December 31, 2018 2017 (1) 2016 Fully diluted earnings per share Net income available to common stockholders $ 101,641 $ 144,492 $ 168,401 Allocations of net income to limited partnership interests in Newmark Holdings, net of tax 3,930 (27,275) N/A Net income for fully diluted shares $ 105,571 117,217 N/A Weighted-average shares: Common stock outstanding 157,256 133,413 N/A Partnership units (2) 5,717 4,725 N/A Other 837 260 N/A Fully diluted weighted-average shares of common stock outstanding 163,810 138,398 N/A Fully diluted earnings per share $ 0.64 0.85 N/A 1 Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. 2 Partnership units collectively include founding/working partner units, limited partnership units, and Cantor and BGC units (see Note 2—Limited Partnership Interests for more information). |
Stock Transactions and Unit R_2
Stock Transactions and Unit Redemptions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Changes in Common Stock Outstanding | Changes in shares of Newmark’s Class A common stock outstanding for the years ended December 31, 2018 and 2017 were as follows: Year Ended December 31, 2018 2017 Shares outstanding at beginning of period 138,593,787 — Share issuances: Issuance of Class A common stock in connection with The Separation — 115,593,787 Issuance of Class A common stock for the IPO — 23,000,000 Issuance of Class A common stock in connection with The Spin-Off 16,292,623 — LPU redemption/exchange ¹ 1,709,048 — Other issuances of Class A common stock 343,135 — Issuance of Class A common stock for Newmark RSUs 27,743 — Treasury stock repurchases (50,000 ) — Shares outstanding at end of period 156,916,336 138,593,787 1. Because they were included in the Newmark’s fully diluted share count, if dilutive, any exchange of limited partnership interests into Class A common shares would not impact the fully diluted number of shares and units outstanding. |
Schedule of Share Repurchase Activity | The table below represents Newmark’s share repurchase activity for the year ended December 31, 2018: Period Total Number of Shares Repurchased Average Price Paid per Unit or Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Units and Shares That May Yet Be Redeemed/ Purchased Under the Plan Repurchases ¹ October 1, 2018 - October 31, 2018 — — — — November 1, 2018 - November 30, 2018 — — — — December 1, 2018 - December 31, 2018 50,000 $ 9.73 50,000 — Total Repurchases 50,000 $ 9.73 50,000 $ 199,513,725 |
Schedule of Changes in Carrying Amount of Redeemable Partnership Interest | The changes in the carrying amount of redeemable partnership interest for the years ended December 31, 2018 and 2017 were as follows (in thousands): Year Ended December 31, 2018 2017 Balance at beginning of period $ 21,096 $ — Transfer of IPO capital to redeemable partnership interests — 21,096 Income allocation 6,779 — Distributions of income (2,843 ) — FPU redemptions (1,101 ) — Issuance 2,239 — Balance at end of period $ 26,170 $ 21,096 |
Loans Held for Sale, at Fair _2
Loans Held for Sale, at Fair Value (Tables) | 12 Months Ended |
Dec. 31, 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 December 31, 2018 $ 972,434 $ 990,864 December 31, 2017 360,440 362,635 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Fair Value of Derivative Contracts | The fair value of derivative contracts, computed in accordance with Newmark’s netting policy, is set forth below (in thousands): As of December 31, 2018 As of December 31, 2017 Derivative contract Assets Liabilities Notional Amounts Assets Liabilities Notional Amounts (1) Forwards $ 85,796 (1) $ 9,208 $ 1,574,114 (2) $ 3,753 $ 657 $ 541,359 Rate lock commitments 6,732 7,470 240,720 2,923 2,390 180,918 Total $ 92,528 $ 16,678 $ 1,814,834 $ 6,676 $ 3,047 $ 722,277 1) Included in Forwards in 2018 is $77.6 million of the RBC Forwards (see Note 1 – Organization and Basis of Presentation) which includes $19.0 million of unrealized gains for a change in the fair value of the RBC Forwards. 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. Included in the notional amounts of forwards is $361 million for the RBC Forwards. |
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 consolidated statements of operations for the years ended December 31, 2018, 2017 and 2016 (in thousands): Location of gain (loss) recognized For the Year Ended December 31, in income for derivatives 2018 2017 2016 Derivatives not designed as hedging instruments: RBC Forwards Other income $ 19,002 $ — $ — Rate lock commitments Gains from mortgage banking activities, net 935 1,953 284 Rate lock commitments Compensation and employee benefits (1,673 ) (1,420 ) (724 ) Forward sale contracts Gains from mortgage banking activities, net (1,031 ) 3,096 8,101 $ 17,233 $ 3,629 $ 7,661 |
Revenues from Contracts with _2
Revenues from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 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): Year Ended December 31, 2018 Revenues from contracts with customers: Leasing and other commissions $ 817,435 Capital markets 468,904 Management services 414,447 Revenues 1,700,786 Other sources of revenue: Gains from mortgage banking activities/ originations, net (1) 182,264 Servicing fees and other (1) 164,529 Revenues $ 2,047,579 (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 tables below present the impact to Newmark’s consolidated balance sheets and consolidated statement of operations as a result of applying the new revenue recognition standard, as codified within ASC 606 (in thousands): Year Ended December 31, 2018 (1) Statement of Operations Revenues: Leasing and other commissions $ 29,581 Management services 86,157 Total Revenues $ 115,738 Expenses: Compensation and employee benefits $ 14,929 Operating, administrative and other 86,157 Total Expenses $ 101,086 Year Ended December 31, 2018 (1) Assets: Receivables, net $ 103,547 Liabilities: Accrued Compensation $ 46,681 Current portion of accounts payable, accrued expenses and other liabilities 23,409 (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 A_2
Gains from Mortgage Banking Activities/Originations, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Mortgage Banking [Abstract] | |
Summary Of Gains From Mortgage Banking Activities, Net | Gains from mortgage banking activities/originations, net consists of the following activity (in thousands): For the Years Ended December 31, 2018 2017 2016 Loan originations related fees and sales premiums, net $ 79,062 $ 85,030 $ 69,026 Fair value of expected net future cash flows from servicing recognized at commitment, net 103,202 120,970 124,361 Gains from mortgage banking activities/originations, net $ 182,264 $ 206,000 $ 193,387 |
Mortgage Servicing Rights, Net
Mortgage Servicing Rights, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Transfers And Servicing [Abstract] | |
Summary of Changes in the Carrying Amount of Mortgage Servicing Rights | The changes in the carrying amount of mortgage servicing rights for the years ended December 31, 2018 and 2017 is as follows (in thousands): For the Year Ended December 31, Mortgage Servicing Rights 2018 2017 2016 Beginning Balance $ 399,349 $ 347,558 $ 271,849 Additions 95,284 123,902 126,547 Purchases from an affiliate 3,107 2,055 3,905 Purchases from third parties — — 3,771 Amortization (81,609 ) (74,166 ) (58,514 ) Ending Balance $ 416,131 $ 399,349 $ 347,558 Valuation Allowance Beginning Balance $ (6,723 ) $ (7,742 ) $ (7,936 ) Decrease 2,401 1,019 194 Ending Balance $ (4,322 ) $ (6,723 ) $ (7,742 ) Net balance $ 411,809 $ 392,626 $ 339,816 |
Schedule of Servicing Fees and Escrow Interest | Servicing fees are included in “Management services, servicing fees and other” in Newmark’s consolidated statements of operations and are as follows (in thousands): For the Year Ended December 31, 2018 2017 2016 Servicing fees $ 103,365 $ 95,373 $ 78,527 Escrow interest and placement fees 18,293 9,328 3,771 Ancillary fees 10,118 5,740 5,373 Total servicing fees and escrow interest $ 131,776 $ 110,441 $ 87,671 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets, Net of Accumulated Amortization (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2018 and 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 40,157 Measurement period adjustments (2,368 ) Balance at December 31, 2018 $ 515,321 |
Components of Other Intangible Assets | Other intangible assets consisted of the following at December 31, 2018 and 2017 (in thousands, except weighted average life): December 31, 2018 Gross Amount Accumulated Amortization Net Carrying Amount Weighted- Average Remaining Life (Years) Indefinite life: Trademark and trade names $ 11,350 $ — $ 11,350 N/A License agreements (GSE) 5,390 — 5,390 N/A Definite life: Trademark and trade names 9,316 (6,706 ) 2,610 0.5 Non-contractual customers 11,323 (3,890 ) 7,433 1.8 License agreements 4,981 (2,292 ) 2,689 0.4 Non-compete agreements 6,267 (1,469 ) 4,798 1.4 Contractual customers 1,452 (849 ) 603 0.1 Below market leases 941 (45 ) 896 0.5 $ 51,020 $ (15,251 ) $ 35,769 4.7 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 December 31, 2018 was as follows (in thousands): 2019 $ 5,086 2020 4,823 2021 3,814 2022 1,908 2023 and thereafter 3,398 Total $ 19,029 |
Fixed Assets, Net (Tables)
Fixed Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Components of Fixed Assets, Net | Fixed assets, net consisted of the following (in thousands): December 31, 2018 December 31, 2017 Leasehold improvements and other fixed assets $ 99,207 $ 77,313 Software, including software development costs 21,417 17,395 Computer and communications equipment 16,605 15,878 137,229 110,586 Accumulated depreciation and amortization (58,424 ) (45,764 ) $ 78,805 $ 64,822 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Summary of Other Current Assets | Other current assets consisted of the following (in thousands): As of December 31, 2018 2017 Prepaid expenses $ 15,570 $ 12,708 Derivative assets 30,796 6,676 Prepaid taxes 9,992 — Rent and other deposits 1,192 1,479 Other 189 131 $ 57,739 $ 20,994 |
Summary of Non Current Other Assets | Non-current other assets consisted of the following (in thousands): As of December 31, 2018 2017 Equity method investment $ 101,275 $ 101,562 Deferred tax assets (1) 149,938 168,594 Cost method investments 53,470 6,005 Derivative assets related to the RBC Forward 61,732 — Other 3,452 2,299 $ 369,867 $ 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 Facilities Collater_2
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Brokers And Dealers [Abstract] | |
Schedule of Company Lines Available and Borrowings Outstanding | As of December 31, 2018, Newmark had the following lines available and borrowings outstanding (in thousands): Committed Lines Uncommitted Lines Balance at December 31, 2018 Stated Spread to One Month LIBOR Rate Type Warehouse facility due June 20, 2019 $ 450,000 $ — $ 413,063 120 bps Variable Warehouse facility due September 25, 2019 200,000 — 113,452 120 bps Variable Warehouse facility due October 10, 2019 (1) 1,000,000 — 416,373 120 bps Variable Fannie Mae repurchase agreement, open maturity — 325,000 29,499 115 bps Variable $ 1,650,000 $ 325,000 $ 972,387 (1) The warehouse facility was temporarily increased by $700.0 million to $1.0 billion for the period of November 30, 2018 to January 29, 2019. On January 29, 2019, the temporary increase was decreased by $400 million to $300 million for the period January 29, 2019 to April 1, 2019. 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 facility due June 20, 2018 $ 450,000 $ — $ 60,715 130 bps Variable Warehouse facility due September 25, 2018 200,000 — 107,383 130 bps Variable Warehouse facility 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 _2
Long-Term Debt and Long-Term Debt Payable to Related Parties (Tables) | 12 Months Ended |
Dec. 31, 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): As of December 31, 2018 2017 6.125% Senior Notes $ 537,926 $ — Converted Term Loan — 400,000 Term Loan — 270,710 Long-term debt 537,926 670,710 2019 Promissory Note — 300,000 2042 Promissory Note — 112,500 Total long-term debt $ 537,926 $ 1,083,210 |
Carrying Amounts and Estimated Fair Values of 2019 and 2042 Promissory Notes | As of December 31, 2017, the carrying amounts and estimated fair values of the 2019 and the 2042 Promissory Notes were as follows (in thousands): December 31, 2017 Carrying Amount Fair Value 2019 Promissory Note $ 300,000 $ 313,125 2042 Promissory Note 112,500 116,550 $ 412,500 $ 429,675 |
Financial Guarantee Liability (
Financial Guarantee Liability (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees [Abstract] | |
Summary of Changes on Estimated Liability Under Guarantee Liability | For the years ended December 31, 2018 and 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 22 Balance at December 31, 2018 $ (32 ) |
Summary of Provisions for Risk Sharing | . The provisions for risk sharing are included in “Operating, administrative and other” in Newmark’s consolidated statements of operations as follows (in thousands): For the Years Ended December 31, 2018 2017 2016 Increase (decrease) to financial guarantee liability $ (22 ) $ (359 ) $ 125 Decrease (increase) to credit enhancement asset 10 147 101 Increase to contingent liability — 6 5 Total expense $ (12 ) $ (206 ) $ 231 |
Fair Value of Financial Asset_2
Fair Value of Financial Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 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 December 31, 2018 and 2017 (in thousands): As of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities $ 48,942 $ — $ — $ 48,942 RBC Forwards — — 77,619 77,619 Loans held for sale, at fair value — 990,864 — 990,864 Rate lock commitments — — 6,732 6,732 Forwards — — 8,177 8,177 Total assets $ 48,942 $ 990,864 $ 92,528 $ 1,132,334 Liabilities: Accounts payable, accrued expenses and other liabilities—contingent consideration $ — $ — $ 32,552 $ 32,552 Rate lock commitments — — 7,470 7,470 Forwards — — 9,208 9,208 Total Liabilities $ — $ — $ 49,230 $ 49,230 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 RBC Forwards, Rate Lock Commitments, Forwards and Contingent Consideration Measured at Fair Value on Recurring Basis | Changes in Level 3 RBC Forwards, rate lock commitments, forwards and contingent consideration measured at fair value on recurring basis for the year ended December 31, 2018 were as follows (in thousands): As of December 31, 2018 Opening Balance Total realized and unrealized gains (losses) included in Net income (1) Issuances Settlements Closing Balance Unrealized gains (losses) outstanding as of December 31, 2018 Assets: Rate Lock Commitments $ 2,923 $ 6,732 $ - $ (2,923 ) $ 6,732 $ 6,732 Forwards 3,753 8,177 — (3,753 ) 8,177 8,177 RBC Forwards — 19,002 58,617 — 77,619 (19,002 ) Total Assets $ 6,676 $ 33,911 $ 58,617 $ (6,676 ) $ 92,528 $ (4,093 ) Opening Balance Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance Unrealized (gains) losses outstanding as of December 31, 2018 Liabilities: Accounts payable, accrued expenses and other liabilities – contingent consideration (1) $ 23,711 $ 700 $ 12,616 $ (4,475 ) $ 32,552 $ 839 Rate Lock Commitments 2,390 7,470 — (2,390 ) 7,470 7,470 Forwards 657 9,208 — (657 ) 9,208 9,208 Total Liabilities $ 26,758 $ 17,378 $ 12,616 $ (7,522 ) $ 49,230 $ 17,517 (1) Realized losses are reported in “Other income, net” in Newmark’s consolidated statements of operations. As of December 31, 2017 Opening Balance Total realized and unrealized gains (losses) included in Net income (1) Issuances Settlements Closing Balance Unrealized gains (losses) outstanding as of December 31, 2018 Assets: Rate Lock Commitments $ 17,824 $ 2,923 $ - $ (17,824 ) $ 2,923 $ 2,923 Forwards 2,100 3,753 — (2,100 ) 3,753 3,753 Total Assets $ 19,924 $ 6,676 $ - $ (19,924 ) $ 6,676 $ 6,676 Opening Balance Total realized and unrealized (gains) losses included in Net income (1) Issuances Settlements Closing Balance Unrealized (gains) losses outstanding as of December 31, 2018 Liabilities: Accounts payable, accrued expenses and other liabilities – contingent consideration (1) $ 38,713 $ 2,675 $ 1,263 $ (18,940 ) $ 23,711 $ 2,675 Rate Lock Commitments 9,670 2,390 — (9,670 ) 2,390 2,390 Forwards — 657 — — 657 657 Total Liabilities $ 48,383 $ 5,722 $ 1,263 $ (28,610 ) $ 26,758 $ 5,722 (1) Realized losses are reported in “Other income, net” in Newmark’s 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: December 31, 2018 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Range Weighted Average Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 32,552 Discount rate 0.3%-10.4% 8.2% Probability of meeting earnout and contingencies 99%-100% (1) 99.6% Financial forecast information Derivative assets and liabilities: RBC Forwards $ 77,619 $ — Volatility 23.7%-34.8% (2) 30.2% Forward sale contracts $ 8,177 $ 9,208 Counterparty credit risk N/A N/A Rate lock commitments $ 6,732 $ 7,470 Counterparty credit risk N/A N/A December 31, 2017 Level 3 assets and liabilities Assets Liabilities Significant Unobservable Inputs Range Weighted Average Accounts payable, accrued expenses and other liabilities: Contingent consideration $ — $ 23,711 Discount rate 3.3%-10.4% (1) 6.43% Probability of meeting earnout and contingencies 99%-100% (1) 99.5% Financial forecast information Derivative assets and liabilities: Forward sale contracts $ 3,753 $ 657 Counterparty credit risk N/A N/A Rate lock commitments $ 2,923 $ 2,390 Counterparty credit risk N/A N/A (1) Newmark’s estimate of contingent consideration as of December 31, 2018 and 2017 was based on the acquired business’ projected future financial performance, including revenues. (2) The volatility of Newmark’s RBC Forwards is primarily based on the underlying Nasdaq stock price. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The provision for income taxes consisted of the following: Year Ended December 31, 2018 2017 2016 Current: U.S. federal $ 49,985 $ 10,412 $ 4,253 U.S. state and local 19,290 2,468 599 Foreign 1,239 (3 ) 169 UBT 3,586 218 113 Total 74,100 13,095 5,134 Deferred: U.S. federal (9,972 ) 56,648 (488 ) U.S. state and local 24,092 (12,606 ) (562 ) UBT 2,267 341 (91 ) Total 16,387 44,383 (1,141 ) Provision for income taxes $ 90,487 $ 57,478 $ 3,993 |
Schedule of Difference Between Actual Income Tax Expense and the Amount Calculated Utilizing the U.S. Federal Statutory Rates | Differences between Newmark’s actual income tax expense and the amount calculated utilizing the U.S. federal statutory rates were as follows: Year Ended December 31, 2018 2017 2016 Tax expense at federal statutory rate $ 59,297 $ 70,901 $ 59,921 Non-controlling interest (26,257 ) (66,344 ) (57,635 ) Incremental impact of foreign taxes compared to the federal rate 44 (44 ) (36 ) Other permanent differences 9,948 (1,740 ) 968 U.S. state and local taxes, net of U.S. federal benefit 13,353 1,050 748 New York City UBT 3,119 561 22 Amortization of intangibles — (1,183 ) (95 ) Revaluation of deferred taxes related to tax reform — 64,658 — Other rate change 23,001 (15,348 ) (143 ) Section 453A interest 2,003 4,285 — Valuation allowance 1,281 594 (2 ) Return to Provision Adjustments 2,341 (376 ) — Other 2,357 464 245 Provision for income tax $ 90,487 $ 57,478 $ 3,993 |
Schedule of Significant Components of Deferred Tax Asset and Liability | Significant components of Newmark’s deferred tax asset and liability consisted of the following: Year Ended December 31, 2018 2017 Deferred tax asset Basis difference of investments $ 55,847 $ 77,611 Deferred compensation 114,758 104,251 Other deferred and accrued expenses 9,600 4,475 Net Operating loss and credit carry-forwards 1,297 378 Total deferred tax asset 181,502 186,715 Valuation Allowance (1,297 ) (403 ) Deferred tax asset, net of allowance 180,205 186,312 Deferred tax liability Depreciation and amortization 19,518 17,718 Other 10,749 — Deferred tax liability (1) 30,267 17,718 Net deferred tax asset $ 149,938 $ 168,594 (1) Before netting within tax jurisdictions. |
Schedule of Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits | A reconciliation of the beginning to the ending amounts of gross unrecognized tax benefits for the years ended December 31, 2018, 2017 and 2016 is as follows (in thousands): Balance, December 31, 2016 $ 208 Increases for prior year tax positions — Decreases for prior year tax positions — Increases for current year tax positions — Decreases related to settlements with taxing authorities — Decreases related to a lapse of applicable statute of limitations — Balance, December 31, 2017 208 Increases for prior year tax positions — Decreases for prior year tax positions — Increases for current year tax positions — Decreases related to settlements with taxing authorities — Decreases related to a lapse of applicable statute of limitations — Balance, December 31, 2018 $ 208 |
Accounts Payable, Accrued Exp_2
Accounts Payable, Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 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: As of December 31, 2018 2017 Accounts payable and accrued expenses $ 113,713 $ 79,376 Payroll taxes payable 39,620 5,976 Outside broker payable 59,918 23,361 Corporate and other taxes payable 77,858 6,697 Contingent consideration 4,452 6,504 Derivative liability 16,678 3,047 $ 312,239 $ 124,961 |
Components of Other long-term Liabilities | Other long-term liabilities consisted of the following: As of December 31, 2018 2017 Deferred rent $ 49,334 $ 41,875 Payroll taxes payable 31,055 48,248 Accrued compensation 35,103 31,411 Credit enhancement deposit 25,000 25,000 Contingent consideration 28,099 17,207 Financial guarantee liability 32 54 $ 168,623 $ 163,795 |
Compensation (Tables)
Compensation (Tables) | 12 Months Ended |
Dec. 31, 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, 2016 — Granted 29,413,143 Balance at December 31, 2017 29,413,143 Granted 19,141,943 Redeemed/exchanged units (3,793,351 ) Forfeited units (28,248 ) Balance at December 31, 2018 44,733,487 |
Activity Associated with Restricted Stock Units | A summary of the activity associated with RSUs in BGC is as follows: Restricted Stock Units Weighted- Average Grant Date Fair Value Weighted- Average Remaining Contractual Term (Years) Balance at December 31, 2015 258,526 $ 6.52 1.56 Granted 196,855 7.87 Settled units (delivered shares) (141,490 ) 5.85 Forfeited units (28,166 ) 7.64 Balance at December 31, 2016 285,725 7.56 1.75 Granted 269,754 10.37 Settled units (delivered shares) (151,844 ) 7.73 Forfeited units (57,097 ) 8.75 Balance at December 31, 2017 346,538 9.56 1.85 Granted 3,439 7.64 Settled units (delivered shares) (147,006 ) 9.17 Forfeited units (34,296 ) 10.01 Balance at December 31, 2018 168,675 $ 9.77 0.98 A summary of the activity associated with RSUs 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 264,532 13.54 Settled units (delivered shares) (8,109 ) 13.36 Forfeited units (36,536 ) 13.71 Balance at December 31, 2018 219,887 $ 13.52 2.28 |
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, 2015 38,000,970 Granted 19,149,118 Redeemed/exchanged units (3,351,944 ) Forfeited units (390,517 ) Balance at December 31, 2016 53,407,627 Granted 13,976,871 Redeemed/exchanged units (2,668,048 ) Forfeited units (7,535 ) Balance at December 31, 2017 64,708,915 Granted 2,872,825 Redeemed/exchanged units (5,650,292 ) Forfeited units (60,479 ) Balance at December 31, 2018 61,870,969 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Contractual Obligations | The following table summarizes certain of Newmark’s contractual obligations at December 31, 2018 (in thousands): Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Operating leases (1) $ 351,589 $ 42,870 $ 79,784 $ 70,028 $ 158,907 Warehouse facilities (2) 972,387 972,387 — — — Long-term debt (3) 550,000 — — 550,000 — Interest on long-term debt (4) 168,440 33,688 67,376 67,376 — Interest on warehouse facilities (5) 23,347 23,347 — — — Total contractual obligations $ 2,065,763 $ 1,072,292 $ 147,160 $ 687,404 $ 158,907 (1) Operating leases are related to rental payments under various non-cancelable leases principally for office space, net of sublease payments to be received. The total amount of sublease payments to be received is approximately $1.9 million over the life of the agreement. (2) The warehouse facilities are collateralized by $972.4 of loans held for sale, at fair value (see Note 20 – Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises), which loans were either under commitment to be purchased by Freddie Mac or had confirmed forward trade commitments for the issuance of and purchase of Fannie Mae or Ginnie Mae mortgage-backed securities. (3) Long-term debt reflects long-term borrowings of $550.0 million, 6.125% Senior Notes due 2023. The carrying amount of these notes was approximately $537.6 million. See Note 21 Long-Term Debt and Long-Term Debt Payable to Related Parties for more information regarding these obligations. (4) Reflects interest on the $550 million 6.125% Senior Notes until their maturity date of November 15, 2023. (5) Interest on the warehouse facilities was projected by using the 1 month LIBOR rate plus their respective additional basis points, primarily 120 basis points above LIBOR, applied to their respective outstanding balances as of December 31, 2018, through their respective maturity dates. Their respective maturity dates range from June to October 2019, while one line has an open maturity date. The notional amount of these committed and uncommitted warehouse facilities was $1,975 million at December 31, 2018. One of these lines had been increased temporarily to $1,000 million for the period from November 30, 2018 through January 29, 2019. On January 29, 2019 this temporary increase was reduced to $600 million. |
Schedule of Future Minimum Rental Payments for Operating Leases | As of December 31, 2018, minimum lease payments under these arrangements were as follows (in thousands): 2019 $ 42,870 2020 41,497 2021 38,287 2022 35,738 2023 34,290 Thereafter 158,907 Total $ 351,589 |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Additional Information (Detail) | Nov. 30, 2018USD ($)shares | Nov. 28, 2018USD ($) | Nov. 23, 2018USD ($) | Nov. 06, 2018USD ($) | Sep. 29, 2018 | Sep. 26, 2018USD ($) | Jun. 19, 2018USD ($) | Mar. 19, 2018 | Mar. 07, 2018USD ($)$ / sharesshares | Dec. 26, 2017USD ($)shares | Dec. 15, 2017$ / sharesshares | Nov. 22, 2017USD ($) | Sep. 08, 2017USD ($)shares | Dec. 09, 2014USD ($) | Jun. 28, 2013USD ($)shares | Jun. 26, 2012USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Sep. 05, 2018USD ($) | Sep. 04, 2018USD ($) | Jun. 18, 2018USD ($) | Jan. 01, 2018USD ($) | |
Description Of Business [Line Items] | |||||||||||||||||||||||||
Equity method investments | $ 101,275,000 | $ 101,562,000 | |||||||||||||||||||||||
Proceeds from the IPO, net of underwriting discounts | $ (8,870,000) | $ 304,290,000 | |||||||||||||||||||||||
Fully diluted weighted-average shares of common stock outstanding | shares | 163,810,000 | 138,398,000 | [1] | ||||||||||||||||||||||
Net proceeds from the IPO to partially repay the term loan | $ 304,300,000 | $ 670,710,000 | $ 304,290,000 | ||||||||||||||||||||||
Line of credit facility, outstanding amount | $ 0 | ||||||||||||||||||||||||
Proceeds from issuance of exchangeable preferred limited partnership units, net of transaction costs | 262,169,000 | ||||||||||||||||||||||||
Assets | 3,454,157,000 | 2,273,007,000 | |||||||||||||||||||||||
Liabilities | 2,371,188,000 | 2,029,593,000 | |||||||||||||||||||||||
Retained earnings | 277,952,000 | 199,492,000 | |||||||||||||||||||||||
Noncontrolling interests | $ 489,230,000 | $ (38,092,000) | |||||||||||||||||||||||
Percentage of management estimates of right-of-use asset | 7.00% | ||||||||||||||||||||||||
Percentage of management estimates of lease liability | 10.00% | ||||||||||||||||||||||||
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] | |||||||||||||||||||||||||
Period for expected payment under Common stock transaction | 15 years | ||||||||||||||||||||||||
Shares received from transaction | shares | 1,142,247,000 | 242,247,000 | |||||||||||||||||||||||
Shares Remaining under Common Stock Transaction | shares | 600,000,000 | ||||||||||||||||||||||||
Purchase consideration paid in cash | $ 750,000,000 | ||||||||||||||||||||||||
NASDAQ [Member] | Transaction One [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Period for expected payment under Common stock transaction | 9 years | ||||||||||||||||||||||||
Newmark Units [Member] | BGC Partners LP and its Operating Subsidiaries [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Closing price per share | $ / shares | $ 14.57 | ||||||||||||||||||||||||
Purchase of units | shares | 16,600,000 | ||||||||||||||||||||||||
Purchase value of units | $ 242,000,000 | ||||||||||||||||||||||||
6.125% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 550,000,000 | ||||||||||||||||||||||||
Stated interest rate | 6.125% | ||||||||||||||||||||||||
Issued price percentage | 98.937% | ||||||||||||||||||||||||
Yield percentage | 6.375% | ||||||||||||||||||||||||
Net proceeds from issuance of senior notes | $ 537,600,000 | ||||||||||||||||||||||||
Debt instrument maturity date | Nov. 15, 2023 | ||||||||||||||||||||||||
Debt instrument, issuance date | Nov. 1, 2018 | ||||||||||||||||||||||||
Debt issuance cost | $ 6,300,000 | ||||||||||||||||||||||||
Debt discount | 5,800,000 | ||||||||||||||||||||||||
Amortization of debt issuance costs | $ 200,000 | ||||||||||||||||||||||||
Interest expense | 5,500,000 | ||||||||||||||||||||||||
6.125% Senior Notes [Member] | Straight Line Method [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Amortization of debt issuance costs | 200,000 | ||||||||||||||||||||||||
Minimum [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Gross revenue on expected payment per year under common stock transaction. | $ 25,000,000 | $ 25,000,000 | |||||||||||||||||||||||
Maximum [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Expected payment of shares under common stock transaction | shares | 14,900,000 | ||||||||||||||||||||||||
Shares received from transaction | shares | 992,247,000 | 992,247,000 | |||||||||||||||||||||||
Maximum [Member] | NASDAQ [Member] | Transaction One [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Expected payment of shares under common stock transaction | shares | 8,930,223,000 | ||||||||||||||||||||||||
Maximum [Member] | Forward Contracts [Member] | 6.125% Senior Notes [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Shares received from transaction | shares | 992,247 | ||||||||||||||||||||||||
LIBOR [Member] | 200 Basis Point [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 20.00% | ||||||||||||||||||||||||
RBC [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | |||||||||||||||||||||||
Proceeds from issuance of exchangeable preferred limited partnership units, net of transaction costs | $ 113,200,000 | $ 152,900,000 | |||||||||||||||||||||||
RBC [Member] | Newmark OpCo [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Exchangeable preferred limited partnership units issued | $ 150,000,000 | $ 325,000,000 | $ 175,000,000 | ||||||||||||||||||||||
Revolving Credit Facility [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Maximum revolving credit | $ 250,000 | 400,000,000 | |||||||||||||||||||||||
Line of credit facility, outstanding amount | 0 | 400,000,000 | |||||||||||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 2.00% | ||||||||||||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 0.25% | ||||||||||||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 1.25% | ||||||||||||||||||||||||
Intercompany Credit Agreement [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 112,500,000 | ||||||||||||||||||||||||
Stated interest rate | 6.50% | ||||||||||||||||||||||||
Applicable margin | 1.00% | ||||||||||||||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Revolving credit amount | $ 250,000,000 | ||||||||||||||||||||||||
Line of credit facility, expiration period | 3 years | ||||||||||||||||||||||||
Borrowing credit facility description | As of December 31, 2018, there were no borrowings outstanding under the new Credit Agreement. Borrowings under the Credit Facility will bear an annual interest equal to, at Newmark’s option, either (a) LIBOR for specified periods, or upon the consent of all Lenders, such other period that is 12 months or less, plus an applicable margin, or (b) a base rate equal to the greatest of (i) the federal funds rate plus 0.5%, (ii) the prime rate as established by the administrative agent, and (iii) one-month LIBOR plus 1.0%. The applicable margin is 200 basis points with respect to LIBOR borrowings in (a) above and can range from 0.25% to 1.25% higher, depending upon Newmark’s credit rating. The Credit Facility also provides for an unused facility fee. | ||||||||||||||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | Federal Funds Rate [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 0.50% | ||||||||||||||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | LIBOR [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 1.00% | ||||||||||||||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 0.25% | ||||||||||||||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Applicable margin | 1.25% | ||||||||||||||||||||||||
Term Loan Credit Agreement [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 575,000,000 | ||||||||||||||||||||||||
Line of credit, amount repaid | $ 270,700,000 | ||||||||||||||||||||||||
6.125% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Repayments of convertible debt | $ 300,000,000 | 134,000,000 | |||||||||||||||||||||||
Stated interest rate | 6.125% | ||||||||||||||||||||||||
8.125% Senior Notes [Member] | Intercompany Credit Agreement [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Line of credit, amount repaid | $ 112,500,000 | ||||||||||||||||||||||||
Class A Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Stock issued during period, shares, new issues | shares | 23,000,000 | ||||||||||||||||||||||||
Common stock, shares outstanding | shares | 156,916,000 | 138,594,000 | |||||||||||||||||||||||
Common stock, shares issued | shares | 156,966,000 | 138,921,000 | |||||||||||||||||||||||
Class B Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Common stock, shares outstanding | shares | 21,285,000 | 15,840,000 | |||||||||||||||||||||||
Common stock, shares issued | shares | 5,500,000 | 21,285,000 | 15,840,000 | ||||||||||||||||||||||
IPO [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Fully diluted weighted-average shares of common stock outstanding | shares | 234,200,000 | ||||||||||||||||||||||||
IPO [Member] | Public Stockholders [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Noncontrolling interest, ownership percentage | 9.80% | ||||||||||||||||||||||||
IPO [Member] | Class A Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Stock issued during period, shares, new issues | shares | 20,000,000 | 23,000,000 | |||||||||||||||||||||||
Closing price per share | $ / shares | $ 14 | ||||||||||||||||||||||||
Options to purchase additional shares of common stock period | 30 days | ||||||||||||||||||||||||
Option to purchase additional shares | shares | 3,000,000 | ||||||||||||||||||||||||
Proceeds from the IPO, net of underwriting discounts | $ 295,400,000 | ||||||||||||||||||||||||
Common stock, shares outstanding | shares | 138,600,000 | ||||||||||||||||||||||||
IPO [Member] | Class A Common Stock [Member] | Public Stockholders [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Noncontrolling interest, ownership percentage | 16.60% | ||||||||||||||||||||||||
CF Real Estate Finance Holdings, L.P. [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Equity method investments | $ 100,000,000 | ||||||||||||||||||||||||
BGC Holdings, L.P. [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | ||||||||||||||||||||||||
BGC Holdings, L.P. [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Limited partnership interest contribution ratio | 2.20% | ||||||||||||||||||||||||
Shares exchange ratio | 0.9793 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 97.93% | ||||||||||||||||||||||||
Number of common shares under spin off transaction | shares | 14,800,000 | ||||||||||||||||||||||||
Ownership interest percentage | 94.00% | ||||||||||||||||||||||||
Economic interest ownership percentage | 87.00% | ||||||||||||||||||||||||
Common stock units issued | shares | 1,458,931 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Newmark OpCo [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Number of common shares under spin off transaction | shares | 7,000,000 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Consideration received on sale of assets | $ 750,000,000 | ||||||||||||||||||||||||
Period for expected payment under Common stock transaction | 15 years | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Minimum [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Gross revenue on expected payment per year under common stock transaction. | $ 25,000,000 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Maximum [Member] | NASDAQ [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Expected payment of shares under common stock transaction | shares | 14,883,705 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | 8.125% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 112,500,000 | ||||||||||||||||||||||||
Stated interest rate | 8.125% | ||||||||||||||||||||||||
Debt maturity year | 2042 | ||||||||||||||||||||||||
Redemption of outstanding principal amount of notes | $ 112,500,000 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | 5.375% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 300,000,000 | ||||||||||||||||||||||||
Stated interest rate | 5.375% | ||||||||||||||||||||||||
Debt maturity year | 2019 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Class A Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | ||||||||||||||||||||||||
Number of common shares under spin off transaction | shares | 9,400,000 | ||||||||||||||||||||||||
Common stock, shares issued | shares | 131,886,409 | ||||||||||||||||||||||||
Common stock units issued | shares | 449,917 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Class A Common Stock [Member] | Newmark OpCo [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Number of common shares under spin off transaction | shares | 6,900,000 | ||||||||||||||||||||||||
BGC Partners Inc [Member] | Class B Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | ||||||||||||||||||||||||
Number of common shares under spin off transaction | shares | 5,400,000 | ||||||||||||||||||||||||
Common stock, shares issued | shares | 21,285,537 | ||||||||||||||||||||||||
Ownership interest percentage | 57.80% | 100.00% | |||||||||||||||||||||||
Economic interest ownership percentage | 12.10% | ||||||||||||||||||||||||
B G C Partners Limited Partnership [Member] | 8.125% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 112,500,000 | ||||||||||||||||||||||||
Stated interest rate | 8.125% | ||||||||||||||||||||||||
Debt maturity year | 2042 | ||||||||||||||||||||||||
B G C Partners Limited Partnership [Member] | 5.375% Senior Notes [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Principal amount of notes | $ 300,000,000 | ||||||||||||||||||||||||
Stated interest rate | 5.375% | ||||||||||||||||||||||||
Debt maturity year | 2019 | ||||||||||||||||||||||||
Cantor Fitzgerald, L.P. [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Stated interest rate | 1.00% | ||||||||||||||||||||||||
Aggregate principal amount | $ 250,000,000 | ||||||||||||||||||||||||
Cantor And CFGM [Member] | Class B Common Stock [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Ownership interest percentage | 100.00% | ||||||||||||||||||||||||
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] | BGC Holdings, L.P. [Member] | |||||||||||||||||||||||||
Description Of Business [Line Items] | |||||||||||||||||||||||||
Business acquisition price paid in units | $ 3,200,000 | ||||||||||||||||||||||||
Business acquisition price paid (Partnership Units) | shares | 247,099 | ||||||||||||||||||||||||
[1] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. |
Organization and Basis of Pre_5
Organization and Basis of Presentation - Summary of Acquisition Impact in Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income before income taxes and noncontrolling interests | $ 282,385 | $ 202,574 | $ 171,205 |
Consolidated net income (loss) | 191,898 | 145,096 | 167,212 |
Net loss attributable to noncontrolling interests | 85,166 | 604 | (1,189) |
Net income available to common stockholders | $ 106,732 | $ 144,492 | 168,401 |
As Previously Reported [Member] | |||
Income before income taxes and noncontrolling interests | 45,295 | ||
Consolidated net income (loss) | 41,382 | ||
Net loss attributable to noncontrolling interests | (1,189) | ||
Net income available to common stockholders | 42,571 | ||
Retrospective Adjustments [Member] | |||
Income before income taxes and noncontrolling interests | 125,910 | ||
Consolidated net income (loss) | 125,830 | ||
Net income available to common stockholders | $ 125,830 |
Limited Partnership Interests -
Limited Partnership Interests - Additional Information (Detail) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2018USD ($)Employee | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2018USD ($)Employeeshares | Sep. 26, 2018USD ($) | Jun. 18, 2018USD ($) | |
Noncontrolling Interest [Abstract] | |||||||
Payout period for post-termination awards | four equal yearly installments | ||||||
Number of employees receive limited partnership units | Employee | 23 | 23 | |||||
Percentage to preferred units | 0.6875% | 0.6875% | 0.6875% | 0.6875% | 2.75% | ||
BGC Holdings, L.P. [Member] | |||||||
Noncontrolling Interest [Abstract] | |||||||
Limited partnership interest initial contribution ratio | 45.45% | ||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | 46.3895% | |||||
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 | shares | 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 | shares | 23.7 | ||||||
Newmark OpCo [Member] | RBC [Member] | |||||||
Noncontrolling Interest [Abstract] | |||||||
Exchangeable preferred limited partnership units issued | $ | $ 325 | $ 325 | $ 150 | $ 175 | |||
Exchangeable preferred limited partnership units | $ | $ 325 | ||||||
Class A Common Stock [Member] | |||||||
Noncontrolling Interest [Abstract] | |||||||
Limited partnership units exchange ratio | 0.9793 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2018USD ($) | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2018USD ($)Segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Property Plant And Equipment [Line Items] | |||||||
Realized gain on sale of Marketable securities | $ 3,300,000 | ||||||
Net unrealized loss related to Marketable securities | $ 1,200,000 | ||||||
Number of operating segment | Segment | 1 | ||||||
Allowance for doubtful accounts receivable | $ 16,300,000 | $ 16,300,000 | $ 16,000,000 | ||||
Impairment of goodwill or indefinite-lived intangible assets | $ 0 | $ 6,300,000 | $ 0 | ||||
Payout period for post-termination awards | four equal yearly installments | ||||||
Percentage to preferred units | 0.6875% | 0.6875% | 0.6875% | 0.6875% | 2.75% | ||
Leasehold Improvements and Other Fixed Assets [Member] | |||||||
Property Plant And Equipment [Line Items] | |||||||
Fixed assets, estimated useful lives | shorter of the remaining term of lease or useful life | ||||||
Software, Including Software Development Costs [Member] | Minimum [Member] | |||||||
Property Plant And Equipment [Line Items] | |||||||
Fixed assets, estimated useful lives | 3 years | ||||||
Software, Including Software Development Costs [Member] | Maximum [Member] | |||||||
Property Plant And Equipment [Line Items] | |||||||
Fixed assets, estimated useful lives | 5 years | ||||||
Computer and Communications Equipment [Member] | Minimum [Member] | |||||||
Property Plant And Equipment [Line Items] | |||||||
Fixed assets, estimated useful lives | 3 years | ||||||
Computer and Communications Equipment [Member] | Maximum [Member] | |||||||
Property Plant And Equipment [Line Items] | |||||||
Fixed assets, estimated useful lives | 5 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of Recognized Revenues (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 2,047,579 | $ 1,596,450 | $ 1,349,983 |
Leasing and Other Commissions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 817,435 | 616,980 | 513,812 |
Capital Markets [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 468,904 | 397,736 | 335,607 |
Gains From Mortgage Banking Activities Origination Net [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 182,264 | 206,000 | 193,387 |
Management Services, Servicing Fees and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 578,976 | $ 375,734 | $ 307,177 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | Sep. 08, 2017 | Sep. 07, 2017Office | Jul. 26, 2017 | Dec. 31, 2018USD ($) | Sep. 30, 2018 | Jul. 31, 2018Office | Apr. 30, 2018Office | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||||
Business acquisition, contingent cash consideration | $ 28,099 | $ 28,099 | $ 17,207 | |||||||
Additional goodwill recognized | $ 515,321 | 515,321 | 477,532 | $ 412,846 | ||||||
Business acquisition, aggregate revenue contribution | 28,500 | 13,100 | ||||||||
Joint Venture [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Jul. 26, 2017 | |||||||||
Ownership percentage acquired | 50.00% | |||||||||
Cantor Fitzgerald, L.P. [Member] | Joint Venture [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Noncontrolling interest, ownership percentage | 25.00% | |||||||||
Boston and Pittsburg Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Apr. 30, 2018 | |||||||||
Number of offices acquired | Office | 2 | |||||||||
Denver and Pasadena Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Jul. 31, 2018 | |||||||||
Number of offices acquired | Office | 2 | |||||||||
RKF Retail Holdings LLC Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Sep. 30, 2018 | |||||||||
MiT National Land Services LLC Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Dec. 31, 2018 | |||||||||
Two Thousand Eighteen Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Total consideration transferred | 62,900 | |||||||||
Business acquisition, contingent cash consideration | $ 8,600 | 8,600 | ||||||||
Additional goodwill recognized | 42,188 | 42,188 | ||||||||
Business acquisition, amount deductible for tax | 28,600 | $ 28,600 | ||||||||
Two Thousand Eighteen Acquisitions [Member] | Restricted Stock [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition price paid (Partnership Units) | shares | 216,900 | |||||||||
Business acquisition, contingent non cash consideration, fair value | 3,100 | $ 3,100 | ||||||||
Two Thousand Eighteen Acquisitions [Member] | Newmark Holdings, L.P. [Member] | Limited Partnership Units [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition price paid (Partnership Units) | shares | 465,316 | |||||||||
Business acquisition, contingent non cash consideration, fair value | $ 6,200 | $ 6,200 | ||||||||
Berkeley Point Financial [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Sep. 8, 2017 | |||||||||
Ownership percentage acquired | 100.00% | |||||||||
Business acquisition, deferred tax asset | 108,600 | |||||||||
Integra Realty Resources [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition date | Sep. 7, 2017 | |||||||||
Number of offices acquired | Office | 6 | |||||||||
Two Thousand Seventeen Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Total consideration transferred | 55,600 | |||||||||
Additional goodwill recognized | 64,291 | |||||||||
Business acquisition, amount deductible for tax | 45,400 | |||||||||
Two Thousand Seventeen Acquisitions [Member] | BGC Holdings, L.P. [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition, contingent cash consideration | 1,300 | |||||||||
Additional goodwill recognized | $ 64,300 | |||||||||
Business acquisition price paid (Partnership Units) | shares | 477,169 | |||||||||
Business acquisition, contingent non cash consideration, fair value | $ 5,000 |
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 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | |||
Goodwill | $ 515,321 | $ 477,532 | $ 412,846 |
Two Thousand Eighteen Acquisitions [Member] | |||
Assets | |||
Cash and cash equivalents | 1,110 | ||
Goodwill | 42,188 | ||
Receivables, net | 50,731 | ||
Fixed Assets, net | 1,276 | ||
Other intangible assets, net | 4,677 | ||
Other assets | 2,894 | ||
Total assets | 102,876 | ||
Current liabilities | |||
Current portion of accounts payable, accrued expenses and other liabilities | 15,937 | ||
Accrued compensation | 26,765 | ||
Total liabilities | 42,702 | ||
Net assets acquired | $ 60,174 | ||
Two Thousand Seventeen Acquisitions [Member] | |||
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 Weight_3
Earnings Per Share and Weighted-Average Shares Outstanding - Calculation of Basic Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Basic earnings per share | |||||
Net income available to common stockholders | [1],[2] | $ 101,641 | $ 144,492 | [3] | $ 168,401 |
Basic weighted-average shares of common stock outstanding | 157,256 | 133,413 | [3] | ||
Basic earnings per share | $ 0.65 | $ 1.08 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5,100 for the year ended December 31, 2018 | ||||
[2] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 2018. | ||||
[3] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. |
Earnings Per Share and Weight_4
Earnings Per Share and Weighted-Average Shares Outstanding - Calculation of Basic Earnings Per Share (Parenthetical) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
ASC 260 [Member] | |
Earnings Per Share Basic [Line Items] | |
Reduction for dividends on preferred stock or units | $ 5,100 |
Earnings Per Share and Weight_5
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 | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | [3] | Dec. 31, 2016 | ||
Fully diluted earnings per share | |||||
Net income available to common stockholders | [1],[2] | $ 101,641 | $ 144,492 | $ 168,401 | |
Allocations of net income to limited partnership interests in Newmark Holdings, net of tax | 3,930 | (27,275) | |||
Net income for fully diluted shares | $ 105,571 | $ 117,217 | |||
Weighted-average shares: | |||||
Basic weighted-average shares of common stock outstanding | 157,256 | 133,413 | |||
Partnership units | [4] | 5,717 | 4,725 | ||
Other | 837 | 260 | |||
Fully diluted weighted-average shares of common stock outstanding | 163,810 | 138,398 | |||
Fully diluted earnings per share | $ 0.64 | $ 0.85 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5,100 for the year ended December 31, 2018 | ||||
[2] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 2018. | ||||
[3] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. | ||||
[4] | Partnership units collectively include founding/working partner units, limited partnership units, and Cantor and BGC units (see Note 2—Limited Partnership Interests for more information). |
Earnings Per Share and Weight_6
Earnings Per Share and Weighted-Average Shares Outstanding - Additional Information (Detail) - shares shares in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Anti-dilutive securities excluded from computation of fully diluted earnings per share amount | 95.2 | 0 |
Stock Transactions and Unit R_3
Stock Transactions and Unit Redemptions - Additional Information (Details) | 12 Months Ended | ||||
Dec. 31, 2018USD ($)shares$ / shares | Nov. 30, 2018shares | Aug. 01, 2018USD ($) | Mar. 12, 2018USD ($) | Dec. 31, 2017$ / sharesshares | |
Class Of Stock [Line Items] | |||||
Number of authorized classes of common stock | 2 | ||||
Class A Common Stock [Member] | |||||
Class Of Stock [Line Items] | |||||
Common stock voting rights description | Each share of Class A common stock is entitled to one vote | ||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | |||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Common stock, shares outstanding | 156,916,000 | 138,594,000 | |||
Common stock, shares issued | 156,966,000 | 138,921,000 | |||
Stock repurchased during period | 50,000 | ||||
Stock repurchased during period, Value | $ | $ 500,000 | ||||
Share repurchase and redemption unit remaining authorized amount | $ | $ 199,513,725 | ||||
Class A Common Stock [Member] | Limited Partnership Interests or Other Equity Interests in Subsidiaries [Member] | Affiliated Persons or Entities [Member] | |||||
Class Of Stock [Line Items] | |||||
Stock repurchases and redeemed or repurchases authorized amount | $ | $ 100,000,000 | ||||
Class A Common Stock [Member] | Maximum [Member] | Limited Partnership Interests or Other Equity Interests in Subsidiaries [Member] | Affiliated Persons or Entities [Member] | |||||
Class Of Stock [Line Items] | |||||
Stock repurchases and redeemed or repurchases authorized amount | $ | $ 200,000,000 | ||||
Class B Common Stock [Member] | |||||
Class Of Stock [Line Items] | |||||
Common stock voting rights description | Each share of Class B common stock is entitled to 10 votes | ||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Conversion of common stock | 1 | ||||
Common stock conversion features | Each share of Class B common stock is entitled to 10 votes and is convertible at any time into one share of Class A common stock. | ||||
Common stock, shares outstanding | 21,285,000 | 15,840,000 | |||
Common stock, shares issued | 21,285,000 | 5,500,000 | 15,840,000 |
Stock Transactions and Unit R_4
Stock Transactions and Unit Redemptions - Schedule of Changes in Shares of Common Stock Outstanding (Detail) - Class A Common Stock [Member] - shares | Dec. 15, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Class Of Stock [Line Items] | ||||
Shares outstanding at beginning of period | 138,594,000 | |||
Share issuances: | ||||
Issuance of Class A common stock in connection with The Separation | 115,593,787 | |||
Proceeds from IPO, net of underwriting discounts and other expenses, shares | 23,000,000 | |||
Issuance of Class A common stock in connection with The Spin-Off | 16,292,623 | |||
LPU redemption/exchange ¹ | 1,709,048 | |||
Other issuances of Class A common stock | 343,135 | |||
Treasury stock repurchases | (50,000) | (50,000) | ||
Shares outstanding at end of period | 156,916,000 | 156,916,000 | 138,594,000 | |
Restricted Stock Units (RSUs) [Member] | ||||
Share issuances: | ||||
Proceeds from IPO, net of underwriting discounts and other expenses, shares | 27,743 | |||
IPO [Member] | ||||
Share issuances: | ||||
Proceeds from IPO, net of underwriting discounts and other expenses, shares | 20,000,000 | 23,000,000 |
Stock Transactions and Unit R_5
Stock Transactions and Unit Redemptions - Schedule of Share Repurchase Activity (Detail) - Class A Common Stock [Member] | 1 Months Ended | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | |
Class Of Stock [Line Items] | ||
Repurchase of common stock, shares | 50,000 | 50,000 |
Repurchase, Average Price Paid per Unit | $ / shares | $ 9.73 | $ 9.73 |
Total Number of Shares Purchased as Part of Publicly Announced Program | 50,000 | 50,000 |
Approximate Dollar Value of Units and Shares That May Yet Be Redeemed/ Purchased Under the Plan | $ | $ 199,513,725 | $ 199,513,725 |
Stock Transactions and Unit R_6
Stock Transactions and Unit Redemptions - Schedule of Share Repurchase Activity (Parenthetical) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended |
Dec. 31, 2018 | Dec. 31, 2018 | |
Class Of Stock [Line Items] | ||
Aggregate purchase price of class A common stock | $ 486 | |
Class A Common Stock [Member] | ||
Class Of Stock [Line Items] | ||
Repurchase of common stock, shares | 50,000 | 50,000 |
Aggregate purchase price of class A common stock | $ 500 | |
Average price of class A common stock | $ 9.73 | $ 9.73 |
Stock Transactions and Unit R_7
Stock Transactions and Unit Redemptions - Schedule of Changes in Carrying Amount of Redeemable Partnership Interest (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | ||
Balance at beginning of period | $ 21,096 | $ 0 |
Transfer of IPO capital to redeemable partnership interests | 0 | 21,096 |
Income allocation | 6,779 | 0 |
Distributions of income | (2,843) | 0 |
FPU redemptions | (1,101) | 0 |
Issuance | 2,239 | 0 |
Balance at end of period | $ 26,170 | $ 21,096 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) | Jun. 28, 2013 | Nov. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Equity [Line Items] | ||||
Gross proceeds from sale of marketable securities | $ 95,878,000 | $ 18,710,000 | ||
Gain (loss) on marketable securities | 3,256,000 | |||
Marketable securities, unrealized gain (loss) on mark to market securities | (1,193,000) | |||
Marketable securities | 48,942,000 | $ 57,623,000 | ||
Other Income, Net [Member] | ||||
Equity [Line Items] | ||||
Gain (loss) on marketable securities | $ 3,300,000 | |||
Nasdaq Omx | ||||
Equity [Line Items] | ||||
Period for earn-out receivable under common stock transaction | 9 years | |||
Amount recognized in connection with the earn-out including other income (loss) | 992,247 | 992,247 | ||
Number of shares sold in transaction | 242,247 | 1,142,247 | ||
Remaining number of earn-out shares received under common stock transaction | 600,000 | |||
Nasdaq Omx | Other Income, Net [Member] | ||||
Equity [Line Items] | ||||
Gross revenue on earn-out receivable per year under common stock transaction | $ 85,100,000 | $ 77,000,000 | ||
Nasdaq Omx | BGC Partners Inc [Member] | ||||
Equity [Line Items] | ||||
Period for earn-out receivable under common stock transaction | 15 years | |||
Maximum [Member] | Nasdaq Omx | ||||
Equity [Line Items] | ||||
Remaining earn-out receivable under common stock transaction | 8,930,223 | |||
Maximum [Member] | Nasdaq Omx | NEWMARK Group Inc Parent [Member] | ||||
Equity [Line Items] | ||||
Earn-out shares receivable under common stock transaction | 14,883,705 | |||
Minimum [Member] | Nasdaq Omx | ||||
Equity [Line Items] | ||||
Gross revenue on earn-out receivable per year under common stock transaction | $ 25,000,000 | |||
Minimum [Member] | Nasdaq Omx | NEWMARK Group Inc Parent [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 ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Sep. 08, 2017 | |
Investment [Line Items] | |||
Equity Income | $ 2,750 | $ 1,562 | |
Equity method investments | 101,275 | 101,562 | |
Cost method investments | 53,470 | 6,005 | |
Gains or losses relating to investments | 17,900 | ||
Other Assets [Member] | |||
Investment [Line Items] | |||
Equity method investments | 101,300 | 101,600 | |
Cost method investments | $ 6,000 | ||
Alternative investment | $ 53,500 | ||
CF Real Estate Finance Holdings, L.P. [Member] | |||
Investment [Line Items] | |||
Equity method investments | $ 100,000 | ||
Equity method investment ownership percentage | 27.00% | ||
Other Income, Net [Member] | |||
Investment [Line Items] | |||
Distributions received | $ 3,000 |
Capital and Liquidity Require_2
Capital and Liquidity Requirements - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 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 | $ 322.3 |
Loans Held for Sale, at Fair _3
Loans Held for Sale, at Fair Value - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
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 | |
Management Services, Servicing Fees and Other [Member] | |||
Accounts Notes And Loans Receivable [Line Items] | |||
Interest income on Loans held for sale | 31,600,000 | 30,600,000 | $ 21,200,000 |
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 | 18,400,000 | 2,200,000 | $ (2,300,000) |
Greater Than 90 Days Past Due [Member] | |||
Accounts Notes And Loans Receivable [Line Items] | |||
Loans held for sale past due | $ 0 | $ 0 |
Loans Held for Sale, at Fair _4
Loans Held for Sale, at Fair Value - Summary of Loans Held for Sale at Cost Basis and Fair Value (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts Notes And Loans Receivable [Line Items] | ||
Loans held for sale | $ 990,864 | $ 362,635 |
Cost Basis [Member] | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Cost Basis | 972,434 | 360,440 |
Fair Value [Member] | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Loans held for sale | $ 990,864 | $ 362,635 |
Derivatives - Fair Value of Der
Derivatives - Fair Value of Derivative Contracts (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | $ 92,528 | $ 6,676 | |||
Derivative contract, Liabilities | 16,678 | 3,047 | |||
Derivative contract, Notional Amounts | 1,814,834 | 722,277 | [1] | ||
Forward Contracts [Member] | |||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | 85,796 | [2] | 3,753 | ||
Derivative contract, Liabilities | 9,208 | 657 | |||
Derivative contract, Notional Amounts | [1] | 1,574,114 | 541,359 | ||
Rate Lock Commitments [Member] | |||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | 6,732 | 2,923 | |||
Derivative contract, Liabilities | 7,470 | 2,390 | |||
Derivative contract, Notional Amounts | $ 240,720 | $ 180,918 | [1] | ||
[1] | Included in Forwards in 2018 is $77.6 million of the RBC Forwards (see Note 1 – Organization and Basis of Presentation) which includes $19.0 million of unrealized gains for a change in the fair value of the RBC Forwards. | ||||
[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. Included in the notional amounts of forwards is $361 million for the RBC Forwards. |
Derivatives - Fair Value of D_2
Derivatives - Fair Value of Derivative Contracts (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | $ 92,528 | $ 6,676 | |||
Unrealized gain for a change in the fair value of derivative asset | 19,002 | (636) | |||
Derivative contract, Notional Amounts | 1,814,834 | 722,277 | [1] | ||
Forward Contracts [Member] | |||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | 85,796 | [2] | 3,753 | ||
Derivative contract, Notional Amounts | [1] | 1,574,114 | $ 541,359 | ||
Forward Contracts [Member] | RBC [Member] | |||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||||
Derivative contract, Assets | 77,600 | ||||
Unrealized gain for a change in the fair value of derivative asset | 19,000 | ||||
Derivative contract, Notional Amounts | $ 361,000 | ||||
[1] | Included in Forwards in 2018 is $77.6 million of the RBC Forwards (see Note 1 – Organization and Basis of Presentation) which includes $19.0 million of unrealized gains for a change in the fair value of the RBC Forwards. | ||||
[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. Included in the notional amounts of forwards is $361 million for the RBC Forwards. |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cost Of Services Direct Labor | Rate Lock Commitments [Member] | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | $ 1.7 | $ 1.4 | $ 0.7 |
Derivatives - Summary of Gains
Derivatives - Summary of Gains Losses on Derivative Contracts Included in Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Rate Lock Commitments [Member] | Cost Of Services Direct Labor | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | $ 1,700 | $ 1,400 | $ 700 |
Not Designated as Hedging Instrument | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | 17,233 | 3,629 | 7,661 |
Not Designated as Hedging Instrument | Rate Lock Commitments [Member] | Gains From Mortgage Banking Activities Origination Net [Member] | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | 935 | 1,953 | 284 |
Not Designated as Hedging Instrument | Rate Lock Commitments [Member] | Cost Of Services Direct Labor | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | (1,673) | (1,420) | (724) |
Not Designated as Hedging Instrument | RBC Forwards [Member] | Other Income [Member] | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | 19,002 | ||
Not Designated as Hedging Instrument | Forward Sale Contracts [Member] | Deliver Loans to Third-party Investors [Member] | Gains From Mortgage Banking Activities Origination Net [Member] | |||
Derivative Instruments Gain Loss [Line Items] | |||
Gain (loss) recognized in income for derivatives | $ (1,031) | $ 3,096 | $ 8,101 |
Credit Enhancement Receivable_2
Credit Enhancement Receivable, Contingent Liability and Credit Enhancement Deposit - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | ||
Credit enhancement agreement date | Mar. 9, 2012 | |
Deposit in Fannie Mae restricted liquidity account | $ 25,000,000 | |
Deposit in Fannie Mae restricted liquidity account included in offsetting liability | $ 25,000,000 | $ 25,000,000 |
Security deposit return date | Mar. 9, 2021 | |
Other Assets [Member] | ||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | ||
Credit enhancement receivable | $ 0 | 10,000 |
Credit Risk [Member] | ||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | ||
Credit risk loans | 20,600,000,000 | 18,800,000,000 |
Maximum pre-credit enhancement loss exposure | 5,800,000,000 | 5,300,000,000 |
DB Cayman [Member] | Credit Risk [Member] | ||
Credit Enhancement Receivable Contingent Liability And Credit Enhancement Deposit [Line Items] | ||
Reimbursements under serving agreement | 0 | 0 |
Credit risk loans | 230,700,000,000 | 4,200,000,000 |
Maximum pre-credit enhancement loss exposure | 76,200,000,000 | 1,200,000,000 |
Maximum loss exposure without any form of credit protection | $ 5,700,000,000 | 4,100,000,000 |
Percentage of contingent payment | 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 | $ 11,100,000 | $ 10,700,000 |
Revenues from Contracts with _3
Revenues from Contracts with Customers - Schedule of Revenues from Contracts with Customers and Our Other Sources of Revenues (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers | $ 1,700,786 | ||
Gains from mortgage banking activities/originations, net | 182,264 | $ 206,000 | $ 193,387 |
Servicing fees and other | 164,529 | ||
Total revenues | 2,047,579 | 1,596,450 | 1,349,983 |
Leasing and Other Commissions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers | 817,435 | ||
Total revenues | 817,435 | 616,980 | 513,812 |
Capital Markets [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers | 468,904 | ||
Total revenues | 468,904 | $ 397,736 | $ 335,607 |
Management Services [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers | $ 414,447 |
Revenues from Contracts with _4
Revenues from Contracts with Customers - Summary of Impact to Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total revenues | $ 2,047,579 | $ 1,596,450 | $ 1,349,983 |
Compensation and employee benefits | 1,386,629 | 1,134,840 | 922,293 |
Operating, administrative and other | 331,758 | $ 219,163 | $ 185,344 |
ASC 606 [Member] | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Leasing and other commissions | 29,581 | ||
Management services | 86,157 | ||
Total revenues | 115,738 | ||
Compensation and employee benefits | 14,929 | ||
Operating, administrative and other | 86,157 | ||
Total Expenses | $ 101,086 |
Revenues from Contracts with _5
Revenues from Contracts with Customers - Summary of Impact to Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net | $ 451,605 | $ 210,471 |
Accrued compensation | 366,506 | 205,395 |
Current portion of accounts payable, accrued expenses and other liabilities | 312,239 | $ 124,961 |
ASC 606 [Member] | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net | 103,547 | |
Accrued compensation | 46,681 | |
Current portion of accounts payable, accrued expenses and other liabilities | $ 23,409 |
Revenues from Contracts with _6
Revenues from Contracts with Customers - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2018USD ($)Agreement | Jan. 01, 2018USD ($) | |
Revenue From Contract With Customer [Abstract] | ||
Number of performance obligations | Agreement | 1 | |
Deferred revenue | $ 4,200,000 | $ 4,600,000 |
Deferred revenue, revenue recognized | 3,200,000 | |
Capitalized contract costs | $ 2,300 |
Gains From Mortgage Banking A_3
Gains From Mortgage Banking Activities/Originations, Net - Summary of Gains From Mortgage Banking Activities/Originations, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Mortgage Banking [Abstract] | |||
Loan originations related fees and sales premiums, net | $ 79,062 | $ 85,030 | $ 69,026 |
Fair value of expected net future cash flows from servicing recognized at commitment, net | 103,202 | 120,970 | 124,361 |
Gains from mortgage banking activities/originations, net | $ 182,264 | $ 206,000 | $ 193,387 |
Mortgage Servicing Rights, Ne_2
Mortgage Servicing Rights, Net - Summary of Changes in the Carrying Amount of Mortgage Servicing Rights (Detail) - Mortgage Servicing Rights [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Mortgage Servicing Rights | |||
Beginning Balance | $ 399,349 | $ 347,558 | $ 271,849 |
Additions | 95,284 | 123,902 | 126,547 |
Purchases from an affiliate | 3,107 | 2,055 | 3,905 |
Purchases from third parties | 3,771 | ||
Amortization | (81,609) | (74,166) | (58,514) |
Ending Balance | 416,131 | 399,349 | 347,558 |
Valuation Allowance | |||
Beginning Balance | (6,723) | (7,742) | (7,936) |
Decrease | 2,401 | 1,019 | 194 |
Ending Balance | (4,322) | (6,723) | (7,742) |
Net balance | $ 411,809 | $ 392,626 | $ 339,816 |
Mortgage Servicing Rights, Ne_3
Mortgage Servicing Rights, Net - Schedule of Servicing Fees and Escrow Interest (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Transfers And Servicing [Abstract] | |||
Servicing fees | $ 103,365 | $ 95,373 | $ 78,527 |
Escrow interest and placement fees | 18,293 | 9,328 | 3,771 |
Ancillary fees | 10,118 | 5,740 | 5,373 |
Total servicing fees and escrow interest | $ 131,776 | $ 110,441 | $ 87,671 |
Mortgage Servicing Rights, Ne_4
Mortgage Servicing Rights, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Mortgage Servicing Rights [Line Items] | ||
Primary servicing portfolio | $ 57,100 | $ 54,200 |
Special servicing portfolio | $ 2,900 | $ 3,800 |
Minimum [Member] | ||
Mortgage Servicing Rights [Line Items] | ||
Discount rate | 3.00% | 3.00% |
Maximum [Member] | ||
Mortgage Servicing Rights [Line Items] | ||
Discount rate | 13.50% | 13.50% |
Discount Rate One [Member] | ||
Mortgage Servicing Rights [Line Items] | ||
Increase in discount rate | 1.00% | 1.00% |
Decrease in fair value of servicing rights | $ (12.4) | $ (11.8) |
Discount Rate Two [Member] | ||
Mortgage Servicing Rights [Line Items] | ||
Increase in discount rate | 2.00% | 2.00% |
Decrease in fair value of servicing rights | $ (24.4) | $ (23) |
Mortgage Servicing Rights [Member] | ||
Mortgage Servicing Rights [Line Items] | ||
Estimated fair value of MSRs | $ 451.9 | $ 418.1 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Balance at December 31, 2016 | $ 477,532 | $ 412,846 |
Acquisitions | 40,157 | 64,291 |
Measurement period adjustments | (2,368) | 395 |
Balance at December 31, 2017 | $ 515,321 | $ 477,532 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Additional goodwill recognized | $ 40,157,000 | $ 64,291,000 | |
Measurement period adjustments | (2,368,000) | 395,000 | |
Impairment of goodwill | $ 0 | ||
Intangible amortization expense | $ 5,600,000 | 11,100,000 | |
Impairment charges of Grubb tradename | $ 6,300,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Components of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule of Acquired Finite And Indefinite Lived Intangible Asset By Major Class [Line Items] | ||
Definite life, Accumulated Amortization | $ (15,251) | $ (9,934) |
Definite life, Weighted- Average Remaining Life (Years) | 4 years 8 months 12 days | 5 years |
Below market leases, Gross Amount | $ 941 | $ 15 |
Below market leases, Accumulated Amortization | (45) | (13) |
Below market leases. Net Carrying Amount | 896 | 2 |
Gross Amount | 51,020 | 34,855 |
Net Carrying Amount | 35,769 | 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 | 9,316 | 7,061 |
Definite life, Accumulated Amortization | (6,706) | (6,030) |
Definite life, Net Carrying Amount | $ 2,610 | $ 1,031 |
Definite life, Weighted- Average Remaining Life (Years) | 6 months | 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 | $ 11,323 | $ 7,950 |
Definite life, Accumulated Amortization | (3,890) | (1,495) |
Definite life, Net Carrying Amount | $ 7,433 | $ 6,455 |
Definite life, Weighted- Average Remaining Life (Years) | 1 year 9 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 | (2,292) | (1,298) |
Definite life, Net Carrying Amount | $ 2,689 | $ 3,683 |
Definite life, Weighted- Average Remaining Life (Years) | 4 months 24 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 | $ 6,267 | $ 3,606 |
Definite life, Accumulated Amortization | (1,469) | (496) |
Definite life, Net Carrying Amount | $ 4,798 | $ 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 | (849) | (602) |
Definite life, Net Carrying Amount | $ 603 | $ 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 | $ 11,350 | $ 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 Intangible_6
Goodwill and Other Intangible Assets, Net of Accumulated Amortization - Schedule of Estimated Future Amortization of Definite Life Intangible Assets (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2019 | $ 5,086 |
2020 | 4,823 |
2021 | 3,814 |
2022 | 1,908 |
2023 and thereafter | 3,398 |
Total | $ 19,029 |
Fixed Assets, Net - Components
Fixed Assets, Net - Components of Fixed Assets, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 137,229 | $ 110,586 |
Accumulated depreciation and amortization | (58,424) | (45,764) |
Fixed assets, net | 78,805 | 64,822 |
Leasehold Improvements and Other Fixed Assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 99,207 | 77,313 |
Software, Including Software Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 21,417 | 17,395 |
Computer and Communications Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 16,605 | $ 15,878 |
Fixed Assets, Net - Additional
Fixed Assets, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 13.7 | $ 12.2 | $ 9.9 |
Software development costs capitalized | 2.4 | 1.1 | |
Operating, Administrative and Other [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Amortization of software development costs | $ 0.9 | $ 0.4 | $ 0.9 |
Other Assets - Summary of Other
Other Assets - Summary of Other Current Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Other Assets [Abstract] | ||
Prepaid expenses | $ 15,570 | $ 12,708 |
Derivative assets | 30,796 | 6,676 |
Prepaid taxes | 9,992 | |
Rent and other deposits | 1,192 | 1,479 |
Other | 189 | 131 |
Total other current assets | $ 57,739 | $ 20,994 |
Other Assets - Summary of Non C
Other Assets - Summary of Non Current Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Other Assets [Abstract] | |||
Equity method investments | $ 101,275 | $ 101,562 | |
Deferred tax assets | [1] | 149,938 | 168,594 |
Cost method investments | 53,470 | 6,005 | |
Derivative assets related to the RBC Forward | 61,732 | ||
Other | 3,452 | 2,299 | |
Total other non-current assets | $ 369,867 | $ 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 Non_2
Other Assets - Summary of Non Current Other Assets (Parenthetical) (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Berkeley Point Financial [Member] | |
Other Assets [Line Items] | |
Business acquisition, deferred tax asset | $ 108.6 |
Securities Loaned - Additional
Securities Loaned - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Securities loaned | $ 57,623 | |
CF & Co [Member] | ||
Debt Instrument [Line Items] | ||
Securities loaned | $ 0 | 57,600 |
CF & Co [Member] | Securities Financing Transaction, Market Value [Member] | ||
Debt Instrument [Line Items] | ||
Securities loaned | $ 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 Facilities Collater_3
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises - Schedule of Company Lines Available and Borrowings Outstanding (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 972,387 | $ 360,440 | |
Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | 1,650,000 | 950,000 | |
Uncommitted Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | 325,000 | 325,000 | |
Warehouse Facility Due June 20, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 413,063 | ||
Warehouse Facility Due June 20, 2019 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.20% | ||
Warehouse Facility Due June 20, 2019 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 450,000 | ||
Warehouse Facility Due September 25, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 113,452 | ||
Warehouse Facility Due September 25, 2019 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.20% | ||
Warehouse Facility Due September 25, 2019 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 200,000 | ||
Warehouse Facility Due October 10, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | [1] | $ 416,373 | |
Warehouse Facility Due October 10, 2019 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | [1] | 1.20% | |
Warehouse Facility Due October 10, 2019 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | [1] | $ 1,000,000 | |
Fannie Mae Repurchase Agreement, Open Maturity [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 29,499 | $ 18,240 | |
Fannie Mae Repurchase Agreement, Open Maturity [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.15% | 1.20% | |
Fannie Mae Repurchase Agreement, Open Maturity [Member] | Uncommitted Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 325,000 | $ 325,000 | |
Warehouse Facility Due June 20, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 60,715 | ||
Warehouse Facility Due June 20, 2018 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.30% | ||
Warehouse Facility Due June 20, 2018 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 450,000 | ||
Warehouse Facility Due September 25, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 107,383 | ||
Warehouse Facility Due September 25, 2018 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.30% | ||
Warehouse Facility Due September 25, 2018 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 200,000 | ||
Warehouse Facility Due October 11, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $ 174,102 | ||
Warehouse Facility Due October 11, 2018 [Member] | One Month LIBOR [Member] | |||
Securities Financing Transaction [Line Items] | |||
Stated Spread to One Month LIBOR | 1.30% | ||
Warehouse Facility Due October 11, 2018 [Member] | Committed Lines [Member] | |||
Securities Financing Transaction [Line Items] | |||
Lines available | $ 300,000 | ||
[1] | The warehouse facility was temporarily increased by $700.0 million to $1.0 billion for the period of November 30, 2018 to January 29, 2019. On January 29, 2019, the temporary increase was decreased by $400 million to $300 million for the period January 29, 2019 to April 1, 2019. |
Warehouse Facilities Collater_4
Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises - Schedule of Company Lines Available and Borrowings Outstanding (Parenthetical) (Detail) - USD ($) $ in Millions | 2 Months Ended | 12 Months Ended | |
Apr. 01, 2019 | Jan. 29, 2019 | Dec. 31, 2018 | |
Warehouse Facility Due June 20, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Jun. 20, 2019 | ||
Warehouse Facility Due September 25, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Sep. 25, 2019 | ||
Warehouse Facility Due October 10, 2019 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Oct. 10, 2019 | ||
Warehouse Facility Due October 10, 2019 [Member] | Scenario, Forecast | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facility available | $ 300 | ||
Warehouse facility increase (decrease) | $ (400) | ||
Warehouse Facility Due October 10, 2019 [Member] | Subsequent Event [Member] | |||
Securities Financing Transaction [Line Items] | |||
Warehouse facility available | $ 1,000 | ||
Warehouse facility increase (decrease) | $ 700 | ||
Warehouse Facility Due June 20, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Jun. 20, 2018 | ||
Warehouse Facility Due September 25, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Sep. 25, 2018 | ||
Warehouse Facility Due October 11, 2018 [Member] | |||
Securities Financing Transaction [Line Items] | |||
Maturity date | Oct. 11, 2018 |
Long-Term Debt and Long-Term _3
Long-Term Debt and Long-Term Debt Payable to Related Parties (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 13, 2017 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 537,926 | $ 670,710 | |
Promissory Note | 412,500 | ||
Total long-term debt | 537,926 | 1,083,210 | |
6.125% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 537,926 | ||
Converted Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 0 | 400,000 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt | 270,710 | ||
2019 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Note | 300,000 | $ 300,000 | |
2042 Promissory Note [Member] | |||
Debt Instrument [Line Items] | |||
Promissory Note | $ 112,500 | $ 112,500 |
Long-Term Debt and Long-Term _4
Long-Term Debt and Long-Term Debt Payable to Related Parties (Parenthetical) (Detail) | Feb. 05, 2019 | Dec. 31, 2018 | Nov. 06, 2018 |
6.125% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 6.125% | 6.125% | 6.125% |
Long-Term Debt and Long-Term _5
Long-Term Debt and Long-Term Debt Payable to Related Parties - Additional Information (Detail) - USD ($) | Nov. 23, 2018 | Nov. 06, 2018 | Sep. 26, 2018 | Sep. 04, 2018 | Jun. 19, 2018 | Mar. 19, 2018 | Dec. 31, 2017 | Dec. 13, 2017 | Nov. 22, 2017 | Sep. 08, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 05, 2019 | Nov. 28, 2018 |
Debt Instrument [Line Items] | |||||||||||||||
Line of credit facility, outstanding amount | $ 0 | ||||||||||||||
Repayments of credit agreement | $ 8,000,725,000 | $ 8,742,295,000 | $ 7,793,238,000 | ||||||||||||
Long-term debt | $ 670,710,000 | 537,926,000 | 670,710,000 | ||||||||||||
Promissory Note | $ 412,500,000 | 412,500,000 | |||||||||||||
Proceeds from warehouse facilities | 8,612,671,000 | 8,844,768,000 | $ 7,691,573,000 | ||||||||||||
Repayments of debt | $ 304,300,000 | $ 670,710,000 | 304,290,000 | ||||||||||||
RBC [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | |||||||||||||
6.125% Senior Notes [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 6.125% | ||||||||||||||
Repayments of convertible debt | $ 300,000,000 | $ 134,000,000 | |||||||||||||
Revolving Credit Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum revolving credit | 400,000,000 | $ 250,000 | |||||||||||||
Credit agreement maturity period | 3 years | ||||||||||||||
Line of credit facility, interest rate description | As of December 31, 2018, there were no borrowings outstanding under the new credit agreement. Borrowings under the Credit Facility will bear an annual interest equal to, at Newmark’s option, either (a) LIBOR for specified periods, or upon the consent of all Lenders, such other period that is 12 months or less, plus an applicable margin, or (b) a base rate equal to the greatest of (i) the federal funds rate plus 0.5%, (ii) the prime rate as established by the administrative agent, and (iii) one-month LIBOR plus 1.0%. | ||||||||||||||
Line of credit facility, outstanding amount | $ 400,000,000 | $ 0 | |||||||||||||
Revolving Credit Facility [Member] | Federal Fund Rate [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 0.50% | ||||||||||||||
Revolving Credit Facility [Member] | One Month LIBOR [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 1.00% | ||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 2.00% | ||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 0.25% | ||||||||||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 1.25% | ||||||||||||||
Intercompany Credit Agreement [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | $ 112,500,000 | ||||||||||||||
Stated interest rate | 6.50% | ||||||||||||||
Applicable margin | 1.00% | ||||||||||||||
Proceeds from warehouse facilities | $ 112,500,000 | ||||||||||||||
6.125% Senior Notes [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | $ 550,000,000 | $ 550,000,000 | |||||||||||||
Stated interest rate | 6.125% | 6.125% | 6.125% | ||||||||||||
Issued price percentage | 98.937% | ||||||||||||||
Yield percentage | 6.375% | ||||||||||||||
Net proceeds from issuance of senior notes | $ 537,600,000 | $ 537,600,000 | |||||||||||||
Maturity date | Nov. 15, 2023 | Nov. 15, 2023 | |||||||||||||
Debt instrument, issuance date | Nov. 1, 2018 | ||||||||||||||
Debt issuance cost | $ 6,600,000 | ||||||||||||||
Debt discount | 5,800,000 | ||||||||||||||
Amortization of debt issuance costs | $ 200,000 | ||||||||||||||
Interest expense | 5,500,000 | ||||||||||||||
Long-term debt | 537,926,000 | ||||||||||||||
6.125% Senior Notes [Member] | Straight Line Method [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Amortization of debt issuance costs | 200,000 | ||||||||||||||
Term Loan [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest expense | 2,600,000 | $ 700,000 | |||||||||||||
Maximum revolving credit | $ 575,000,000 | ||||||||||||||
Applicable margin | 0.50% | ||||||||||||||
Credit agreement maturity date | Sep. 8, 2019 | ||||||||||||||
Line of credit facility, description | Borrowings under the Term Loan bore interest at either LIBOR or a defined base rate plus an additional margin which ranged 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 was 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. | ||||||||||||||
Percentage of net cash proceeds of all material asset sales | 100.00% | ||||||||||||||
Repayments of credit agreement | $ 304,300,000 | 270,700,000 | |||||||||||||
Long-term debt | $ 270,710,000 | $ 270,710,000 | |||||||||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 0.50% | ||||||||||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 3.25% | ||||||||||||||
Converted Term Loan [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest expense | 12,900,000 | $ 700,000 | |||||||||||||
Maximum revolving credit | $ 400,000,000 | ||||||||||||||
Applicable margin | 0.50% | ||||||||||||||
Credit agreement maturity date | Sep. 8, 2019 | ||||||||||||||
Line of credit facility, description | Borrowings under the Converted Term Loan bore interest at either LIBOR or a defined base rate plus an additional margin, which ranged 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 was 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. | ||||||||||||||
Long-term debt | $ 400,000,000 | $ 0 | $ 400,000,000 | ||||||||||||
Converted Term Loan [Member] | RBC [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | |||||||||||||
Converted Term Loan [Member] | 6.125% Senior Notes [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repayments of convertible debt | $ 134,000,000 | ||||||||||||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 0.50% | ||||||||||||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Applicable margin | 3.25% | ||||||||||||||
2019 Promissory Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 5.375% | ||||||||||||||
Maturity date | Dec. 9, 2019 | Dec. 9, 2019 | |||||||||||||
Interest expense | $ 22,300,000 | ||||||||||||||
Promissory Note | 300,000,000 | $ 300,000,000 | $ 300,000,000 | ||||||||||||
Repayments of debt | 300,000,000 | ||||||||||||||
Prepayment penalty | $ 7,000,000 | ||||||||||||||
2042 Promissory Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate | 8.125% | ||||||||||||||
Maturity date | Jun. 26, 2042 | Jun. 26, 2042 | |||||||||||||
Interest expense | $ 6,300,000 | ||||||||||||||
Promissory Note | $ 112,500,000 | $ 112,500,000 | $ 112,500,000 | ||||||||||||
Repayments of debt | $ 112,500,000 |
Long-Term Debt and Long-Term _6
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 | Dec. 31, 2017 | Dec. 13, 2017 |
Debt Instrument [Line Items] | ||
Carrying Amount | $ 412,500 | |
Fair Value | 429,675 | |
2019 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Carrying Amount | 300,000 | $ 300,000 |
Fair Value | 313,125 | |
2042 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Carrying Amount | 112,500 | $ 112,500 |
Fair Value | $ 116,550 |
Long-Term Debt and Long-Term _7
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) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
2019 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 9, 2019 | Dec. 9, 2019 |
2042 Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Jun. 26, 2042 | Jun. 26, 2042 |
Financial Guarantee Liability -
Financial Guarantee Liability - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Credit Risk [Member] | ||
Guarantee Obligations [Line Items] | ||
Maximum pre-credit enhancement loss exposure | $ 5,800,000,000 | $ 5,300,000,000 |
Credit Risk [Member] | Fannie Mae and Freddie Mac [Member] | ||
Guarantee Obligations [Line Items] | ||
Outstanding principal balances of credit risk loans being serviced | 20,600,000,000 | 18,800,000,000 |
Maximum pre-credit enhancement loss exposure | 5,800,000,000 | 5,300,000,000 |
Credit Risk [Member] | Fannie Mae and Freddie Mac [Member] | Credit Enhancement Agreement [Member] | ||
Guarantee Obligations [Line Items] | ||
Maximum pre-credit enhancement loss exposure | $ 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 Liability_2
Financial Guarantee Liability - Summary of Changes on Estimated Liability Under Guarantee Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Guarantees [Abstract] | ||
Beginning Balance | $ (54) | $ (413) |
Reversal of provision | 22 | 359 |
Ending Balance | $ (32) | $ (54) |
Financial Guarantee Liability_3
Financial Guarantee Liability - Summary of Provisions for Risk Sharing (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Guarantees [Abstract] | |||
Increase (decrease) to financial guarantee liability | $ (22) | $ (359) | $ 125 |
Decrease (increase) to credit enhancement asset | 10 | 147 | 101 |
Increase to contingent liability | 6 | 5 | |
Total expense | $ (12) | $ (206) | $ 231 |
Concentration of Credit Risk -
Concentration of Credit Risk - Additional Information (Detail) - Fannie Mae DUS and Freddie Mac TAH Loans [Member] - Liabilities [Member] - Credit Concentration Risk [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
California [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 25.00% | 26.00% |
Texas [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 16.00% | 15.00% |
California and Texas [Member] | ||
Concentration Risk [Line Items] | ||
Maximum pre-credit enhancement loss exposure | $ 5,800,000,000 | $ 5,300,000,000 |
Escrow and Custodial Funds - Ad
Escrow and Custodial Funds - Additional Information (Detail) - USD ($) $ in Billions | Dec. 31, 2018 | Dec. 31, 2017 |
Deposit Assets Disclosure [Abstract] | ||
Escrow funds amount | $ 1.3 | $ 0.8 |
Fair Value of Financial Asset_3
Fair Value of Financial Assets and Liabilities - Fair Value Hierarchy of Financial Assets and Liabilities under U.S. GAAP Guidance (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Assets: | |||
Marketable securities | $ 48,942 | $ 57,623 | |
Loans held for sale, at fair value | 990,864 | 362,635 | |
Derivative contract, Assets | 92,528 | 6,676 | |
Total assets | 1,132,334 | 426,934 | |
Liabilities: | |||
Accounts payable, accrued expenses and other liabilities—contingent consideration | 32,552 | 23,711 | |
Derivative contract, Liabilities | 16,678 | 3,047 | |
Total Liabilities | 49,230 | 26,758 | |
Forward Contracts [Member] | |||
Assets: | |||
Derivative contract, Assets | 85,796 | [1] | 3,753 |
Liabilities: | |||
Derivative contract, Liabilities | 9,208 | 657 | |
Rate Lock Commitments [Member] | |||
Assets: | |||
Derivative contract, Assets | 6,732 | 2,923 | |
Liabilities: | |||
Derivative contract, Liabilities | 7,470 | 2,390 | |
Forward Sale Contracts [Member] | |||
Assets: | |||
Derivative contract, Assets | 8,177 | 3,753 | |
Liabilities: | |||
Derivative contract, Liabilities | 9,208 | 657 | |
RBC [Member] | Forward Contracts [Member] | |||
Assets: | |||
RBC Forwards | 77,619 | ||
Derivative contract, Assets | 77,600 | ||
Level 1 [Member] | |||
Assets: | |||
Marketable securities | 48,942 | 57,623 | |
Total assets | 48,942 | 57,623 | |
Level 2 [Member] | |||
Assets: | |||
Loans held for sale, at fair value | 990,864 | 362,635 | |
Total assets | 990,864 | 362,635 | |
Level 3 [Member] | |||
Assets: | |||
Total assets | 92,528 | 6,676 | |
Liabilities: | |||
Accounts payable, accrued expenses and other liabilities—contingent consideration | 32,552 | 23,711 | |
Total Liabilities | 49,230 | 26,758 | |
Level 3 [Member] | Rate Lock Commitments [Member] | |||
Assets: | |||
Derivative contract, Assets | 6,732 | 2,923 | |
Liabilities: | |||
Derivative contract, Liabilities | 7,470 | 2,390 | |
Level 3 [Member] | Forward Sale Contracts [Member] | |||
Assets: | |||
Derivative contract, Assets | 8,177 | 3,753 | |
Liabilities: | |||
Derivative contract, Liabilities | 9,208 | $ 657 | |
Level 3 [Member] | RBC [Member] | Forward Contracts [Member] | |||
Assets: | |||
RBC Forwards | $ 77,619 | ||
[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. Included in the notional amounts of forwards is $361 million for the RBC Forwards. |
Fair Value of Financial Asset_4
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 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 | |
Present value of expected payments related to contingent consideration | 49,230,000 | 26,758,000 | $ 48,383,000 |
Other Assets [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Alternative investment | 53,500,000 | ||
Other Assets [Member] | Fair Value, Measurements, Nonrecurring [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Alternative investment | 53,500,000 | ||
Contingent Consideration [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 | 32,552,000 | 23,711,000 | $ 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 | 32,600,000 | 23,700,000 | |
Undiscounted value of payments, assuming that all contingencies are met | $ 39,600,000 | $ 27,700,000 |
Fair Value of Financial Asset_5
Fair Value of Financial Assets and Liabilities - Changes in Level 3 RBC Forwards, Rate Lock Commitments, Forwards and Contingent Consideration Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Assets, Opening Balance | $ 6,676 | $ 19,924 |
Assets, Total realized and unrealized gains (losses) included in Net income | 33,911 | 6,676 |
Assets, Issuances | 58,617 | |
Assets, Settlements | (6,676) | (19,924) |
Assets, Closing Balance | 92,528 | 6,676 |
Assets, Unrealized gains (losses) outstanding | (4,093) | 6,676 |
Liabilities, Opening Balance | 26,758 | 48,383 |
Liabilities, Total realized and unrealized gains (losses) included in Net income | 17,378 | 5,722 |
Liabilities, Issuances | 12,616 | 1,263 |
Liabilities, Settlements | (7,522) | (28,610) |
Liabilities, Closing Balance | 49,230 | 26,758 |
Liabilities, Unrealized gains (losses) outstanding | 17,517 | 5,722 |
Rate Lock Commitments [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Assets, Opening Balance | 2,923 | 17,824 |
Assets, Total realized and unrealized gains (losses) included in Net income | 6,732 | 2,923 |
Assets, Issuances | ||
Assets, Settlements | (2,923) | (17,824) |
Assets, Closing Balance | 6,732 | 2,923 |
Assets, Unrealized gains (losses) outstanding | 6,732 | 2,923 |
Liabilities, Opening Balance | 2,390 | 9,670 |
Liabilities, Total realized and unrealized gains (losses) included in Net income | 7,470 | 2,390 |
Liabilities, Issuances | ||
Liabilities, Settlements | (2,390) | (9,670) |
Liabilities, Closing Balance | 7,470 | 2,390 |
Liabilities, Unrealized gains (losses) outstanding | 7,470 | 2,390 |
Forward Sale Contracts [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Assets, Opening Balance | 3,753 | 2,100 |
Assets, Total realized and unrealized gains (losses) included in Net income | 8,177 | 3,753 |
Assets, Issuances | ||
Assets, Settlements | (3,753) | (2,100) |
Assets, Closing Balance | 8,177 | 3,753 |
Assets, Unrealized gains (losses) outstanding | 8,177 | 3,753 |
Liabilities, Opening Balance | 657 | |
Liabilities, Total realized and unrealized gains (losses) included in Net income | 9,208 | 657 |
Liabilities, Issuances | ||
Liabilities, Settlements | (657) | |
Liabilities, Closing Balance | 9,208 | 657 |
Liabilities, Unrealized gains (losses) outstanding | 9,208 | 657 |
Forward Contracts [Member] | RBC [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Assets, Opening Balance | ||
Assets, Total realized and unrealized gains (losses) included in Net income | 19,002 | |
Assets, Issuances | 58,617 | |
Assets, Settlements | ||
Assets, Closing Balance | 77,619 | |
Assets, Unrealized gains (losses) outstanding | (19,002) | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Liabilities, Opening Balance | 23,711 | 38,713 |
Liabilities, Total realized and unrealized gains (losses) included in Net income | 700 | 2,675 |
Liabilities, Issuances | 12,616 | 1,263 |
Liabilities, Settlements | (4,475) | (18,940) |
Liabilities, Closing Balance | 32,552 | 23,711 |
Liabilities, Unrealized gains (losses) outstanding | $ 839 | $ 2,675 |
Fair Value of Financial Asset_6
Fair Value of Financial Assets and Liabilities - Quantitative Information about Level 3 Fair Value Measurements (Detail) $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | $ 92,528 | $ 6,676 | $ 19,924 |
Liabilities | 49,230 | 26,758 | 48,383 |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Liabilities | $ 32,552 | $ 23,711 | 38,713 |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Minimum [Member] | Measurement Input, Discount Rate [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.003 | 0.033 | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Minimum [Member] | Measurement Input, Probability of Meeting Earnout and Contingencies [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.99 | 0.99 | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Maximum [Member] | Measurement Input, Discount Rate [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.104 | 0.104 | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Maximum [Member] | Measurement Input, Probability of Meeting Earnout and Contingencies [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 1 | 1 | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Weighted Average [Member] | Measurement Input, Discount Rate [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.082 | 0.0643 | |
Contingent Consideration [Member] | Accounts Payable, Accrued and Other Liabilities [Member] | Weighted Average [Member] | Measurement Input, Probability of Meeting Earnout and Contingencies [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.996 | 0.995 | |
Forward Contracts [Member] | RBC [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | $ 77,619 | ||
Forward Contracts [Member] | RBC [Member] | Minimum [Member] | Volatility [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.237 | ||
Forward Contracts [Member] | RBC [Member] | Maximum [Member] | Volatility [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.348 | ||
Forward Contracts [Member] | RBC [Member] | Weighted Average [Member] | Volatility [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unobservable Inputs | 0.302 | ||
Forward Sale Contracts [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | $ 8,177 | 3,753 | 2,100 |
Liabilities | 9,208 | 657 | |
Rate Lock Commitments [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | 6,732 | 2,923 | 17,824 |
Liabilities | $ 7,470 | $ 2,390 | $ 9,670 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | Feb. 06, 2019USD ($)$ / sharesshares | Nov. 30, 2018USD ($)shares | May 01, 2018USD ($)Employee | Mar. 19, 2018 | Mar. 07, 2018USD ($)$ / sharesshares | Dec. 13, 2017 | Sep. 08, 2017USD ($) | Mar. 11, 2015 | Oct. 31, 2018USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 22, 2019shares | Nov. 28, 2018USD ($) |
Related Party Transaction [Line Items] | ||||||||||||||
Fees to related parties | $ 26,162,000 | $ 20,771,000 | $ 18,010,000 | |||||||||||
Loans, forgivable loans and other receivables from employees and partners | 285,532,000 | 209,549,000 | ||||||||||||
Compensation and employee benefits | 1,386,629,000 | 1,134,840,000 | 922,293,000 | |||||||||||
Proceeds from issuance of exchangeable preferred partnership units | 262,169,000 | |||||||||||||
Stockholders equity | 567,569,000 | 260,410,000 | ||||||||||||
Redeemable partnership interests | 26,170,000 | 21,096,000 | 0 | |||||||||||
Mortgage servicing right recognized | 79,062,000 | 85,030,000 | 69,026,000 | |||||||||||
Management services, servicing fees and other | 578,976,000 | 375,734,000 | 307,177,000 | |||||||||||
Non-exchangeable units redemption, value | $ 11,000,000 | |||||||||||||
Exchange share price | $ / shares | $ 5.17 | |||||||||||||
Payment related to withholding tax rate for common shares issued | $ 64,471 | |||||||||||||
Equity method investments | 101,275,000 | 101,562,000 | ||||||||||||
Line of credit facility, outstanding amount | $ 0 | |||||||||||||
Receivables from related parties | 20,500,000 | 0 | ||||||||||||
Current portion of payables to related parties | $ 13,507,000 | 34,169,000 | ||||||||||||
Class B Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Aggregate distribution of shares in spin-off | shares | 21,300,000 | |||||||||||||
Class A Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Aggregate distribution of shares in spin-off | shares | 131,900,000 | |||||||||||||
Limited partnership units exchange ratio | 0.9793 | |||||||||||||
Cantor And CFGM [Member] | Class B Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of Distributions of shares in spin-off | 100.00% | |||||||||||||
CF Real Estate Finance Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Equity method investments | $ 100,000,000 | |||||||||||||
Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Determination price | $ / shares | $ 4.2625 | |||||||||||||
Exchange share price | $ / shares | $ 6.20 | |||||||||||||
Value of LPU issued in exchange | $ 9,870,501 | |||||||||||||
Payment of withholding tax rate for common stock issue | $ 1,129,499 | |||||||||||||
Number od shares removed from sale restriction | shares | 4,229 | |||||||||||||
BGC Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 264,985 | |||||||||||||
Number of share issued for non exchangeable PPSU | shares | 134,535 | |||||||||||||
Number of net share issued for non exchangeable units redemption | shares | 13,552 | |||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
BGC Holdings, L.P. [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable psu approved redemption | shares | 1,131,774 | |||||||||||||
Exchange share price | $ / shares | $ 6.20 | |||||||||||||
Value of LPU issued in exchange | $ 7,017,000 | |||||||||||||
Number of share issued for non exchangeable PPSU | shares | 1,018,390 | |||||||||||||
Non Exchangeable P P S U | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Determination price | $ / shares | $ 7.8388 | |||||||||||||
Payment of withholding tax rate for common stock issue | $ 7,983,000 | |||||||||||||
BGC Partners Inc [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 97.93% | |||||||||||||
BGC Partners Inc [Member] | Class B Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
BGC Partners Inc [Member] | Class A Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
BGC Partners Inc [Member] | Cantor And CFGM [Member] | Class B Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of common shares held by limited partners | 100.00% | |||||||||||||
Preferred Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 592,721 | |||||||||||||
Determination price | $ / shares | $ 13.715 | |||||||||||||
Non-exchangeable units redemption, value | $ 15,000,000 | |||||||||||||
Preferred Units [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 1,592,016 | |||||||||||||
Mr. Lutnick [Member] | Preferred Units [Member] | BGC Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 898,080,000 | |||||||||||||
Determination price | $ / shares | $ 7.65 | |||||||||||||
Mr. Lutnick [Member] | Preferred Units [Member] | BGC Holdings, L.P. [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 1,131,774 | |||||||||||||
Mr. Gosin [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Determination price | $ / shares | $ 4.2625 | |||||||||||||
Mr. Gosin [Member] | BGC Holdings, L.P. [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of share issued for non exchangeable PPSU | shares | 264,985 | |||||||||||||
Mr. Gosin [Member] | Preferred Units [Member] | BGC Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable units redeemed | shares | 1,909,188 | |||||||||||||
Mr. Rispoli [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Determination price | $ / shares | $ 5.814 | |||||||||||||
Number of non-exchangeable PSU approved cancellation | shares | 13,552,000 | |||||||||||||
Mr. Rispoli [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number od shares removed from sale restriction | shares | 1,961 | |||||||||||||
Mr. Rispoli [Member] | BGC Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of non-exchangeable PSU approved cancellation | shares | 11,089,000 | |||||||||||||
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 | |||||||||||||
BPF [Member] | BGC Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Business acquisition price paid in units | $ 3,200,000 | |||||||||||||
Berkeley Point Financial [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Business acquisition date | Sep. 8, 2017 | |||||||||||||
Intercompany Credit Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Applicable margin | 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. | |||||||||||||
Interest rate | 5.21% | |||||||||||||
Line of credit facility, outstanding amount | 40,000,000 | |||||||||||||
Intercompany Credit Agreement [Member] | Interest Income (Expense), Net [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Interest expense | $ 8,900,000 | 100,000 | ||||||||||||
Cantor and BGC [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Fees to related parties | 26,200,000 | 20,800,000 | 18,000,000 | |||||||||||
Recognized related party revenues | 0 | 100,000 | 1,100,000 | |||||||||||
Employee Loans [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Loans, forgivable loans and other receivables from employees and partners | 285,500,000 | 209,500,000 | ||||||||||||
Compensation and employee benefits | 27,700,000 | 34,400,000 | 25,800,000 | |||||||||||
CCRE [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Fees to related parties | 0 | 0 | 400,000 | |||||||||||
Number of employees transferred | Employee | 5 | |||||||||||||
Proceeds from limited partnership units | $ 6,900,000 | |||||||||||||
Issuance of additional limited partnership units with capital account | 2,200,000 | |||||||||||||
Issuance of additional limited partners units in exchange for cash payment | $ 500,000 | |||||||||||||
Issuance of additional limited partners units in exchange | shares | 2,200,000 | |||||||||||||
Maximum revenue share to related party in first two years | $ 3,300,000 | |||||||||||||
Stockholders equity | $ 6,900,000 | |||||||||||||
Redeemable partnership interests | 2,200,000 | |||||||||||||
CCRE [Member] | BPF [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Transaction agreement, distribution | $ 89,100,000 | |||||||||||||
Net assets exceeded | $ 508,600,000 | |||||||||||||
CCRE [Member] | Loan Referral Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Revenue from loan referral agreement | 2,200,000 | 2,100,000 | 7,500,000 | |||||||||||
Broker fees and commissions | 800,000 | 800,000 | 1,600,000 | |||||||||||
CCRE [Member] | Note Receivable/Payable [Member] | Berkeley Point Financial [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Interest income | 700,000 | 100,000 | ||||||||||||
Interest expense | 2,500,000 | 2,300,000 | ||||||||||||
CCRE [Member] | Note Receivable/Payable [Member] | Berkeley Point Financial [Member] | LIBOR [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Applicable margin | 1.00% | |||||||||||||
CCRE [Member] | Primary Servicing Rights [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Servicing rights of loans originated | 1,200,000,000 | 1,200,000,000 | ||||||||||||
Purchase of loans originated | 2,500,000 | 2,100,000 | ||||||||||||
Mortgage servicing right recognized | 0 | |||||||||||||
Management services, servicing fees and other | $ 3,800,000 | $ 3,800,000 | $ 3,600,000 | |||||||||||
CCRE [Member] | Newmark Holdings, L.P. [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Proceeds from issuance of exchangeable preferred partnership units | 6,700,000 | |||||||||||||
Limited partnership unit cash distributions | $ 200,000 | |||||||||||||
CF & Co [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of gross proceeds paid to underwriter | 5.50% | |||||||||||||
CF & Co [Member] | Cantor Credit Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Maximum revolving credit | $ 250,000,000 | |||||||||||||
Line of credit facility, interest rate description | an interest rate which is the higher of CFLP’s or Newmark’s short-term borrowing rate then in effect, plus 1%. | |||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Purchase of units | shares | 16,600,000 | |||||||||||||
Purchase value of units | $ 242,000,000 | |||||||||||||
Closing price per share | $ / shares | $ 14.57 | |||||||||||||
Limited partners capital account units held by BGC | shares | 14,800,000 | |||||||||||||
Number of limited partnership units exchangeable | shares | 1,500,000 | |||||||||||||
Limited partnership units exchange ratio | 0.9793 | 0.9793 | ||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Class B Common Stock [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares, right to exchange from Class A to Class A or Class B common stock | shares | 5,400,000 | |||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Class A Common Stock [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares, right to exchange from Class A to Class A or Class B common stock | shares | 9,400,000 | |||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Cantor Fitzgerald, L.P. [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Aggregate distribution of shares in spin-off | shares | 400,000 | |||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Newmark OpCo [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Limited partnership interests units | shares | 7,000,000 | |||||||||||||
Limited partners capital account units held by BGC | shares | 7,000,000 | |||||||||||||
BGC Partners LP and its Operating Subsidiaries [Member] | Newmark OpCo [Member] | Class A Common Stock [Member] | Newmark Units [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares, right to exchange from Class A to Class A or Class B common stock | shares | 6,900,000 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
U.S. federal | $ 49,985 | $ 10,412 | $ 4,253 |
U.S. state and local | 19,290 | 2,468 | 599 |
Foreign | 1,239 | (3) | 169 |
UBT | 3,586 | 218 | 113 |
Total | 74,100 | 13,095 | 5,134 |
Deferred: | |||
U.S. federal | (9,972) | 56,648 | (488) |
U.S. state and local | 24,092 | (12,606) | (562) |
UBT | 2,267 | 341 | (91) |
Total | 16,387 | 44,383 | (1,141) |
Provision for income taxes | $ 90,487 | $ 57,478 | $ 3,993 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | |||
Pre-tax income | $ 282,400 | $ 202,600 | $ 171,200 |
pre-tax income (loss) from foreign operations | $ (3,700) | $ (100) | $ 500 |
U.S. federal statutory tax rate | 21.00% | 35.00% | |
Provisional amount for one time transitional income tax expense | $ 64,700 | ||
Valuation allowance against the deferred tax asset | 1,297 | $ 403 | |
Unrecognized tax benefits that would affect the effective tax rate | 200 | ||
Accrued interest and penalties related to uncertain tax positions | 45 | ||
Non-US Jurisdictions [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating losses in non-U.S. jurisdiction | $ 1,300 |
Income Taxes - Schedule of Diff
Income Taxes - Schedule of Difference Between Actual Income Tax Expense and the Amount Calculated Utilizing the U.S. Federal Statutory Rates (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Tax expense at federal statutory rate | $ 59,297 | $ 70,901 | $ 59,921 |
Non-controlling interest | (26,257) | (66,344) | (57,635) |
Incremental impact of foreign taxes compared to the federal rate | 44 | (44) | (36) |
Other permanent differences | 9,948 | (1,740) | 968 |
U.S. state and local taxes, net of U.S. federal benefit | 13,353 | 1,050 | 748 |
New York City UBT | 3,119 | 561 | 22 |
Amortization of intangibles | (1,183) | (95) | |
Revaluation of deferred taxes related to tax reform | 64,658 | ||
Other rate change | 23,001 | (15,348) | (143) |
Section 453A interest | 2,003 | 4,285 | |
Valuation allowance | 1,281 | 594 | (2) |
Return to Provision Adjustments | 2,341 | (376) | |
Other | 2,357 | 464 | 245 |
Provision for income taxes | $ 90,487 | $ 57,478 | $ 3,993 |
Income Taxes - Schedule of Sign
Income Taxes - Schedule of Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred tax asset | |||
Basis difference of investments | $ 55,847 | $ 77,611 | |
Deferred compensation | 114,758 | 104,251 | |
Other deferred and accrued expenses | 9,600 | 4,475 | |
Net Operating loss and credit carry-forwards | 1,297 | 378 | |
Total deferred tax asset | 181,502 | 186,715 | |
Valuation Allowance | (1,297) | (403) | |
Deferred tax asset, net of allowance | 180,205 | 186,312 | |
Deferred tax liability | |||
Depreciation and amortization | 19,518 | 17,718 | |
Other | 10,749 | ||
Deferred tax liability | [1] | 30,267 | 17,718 |
Net deferred tax asset | [2] | $ 149,938 | $ 168,594 |
[1] | Before netting within tax jurisdictions | ||
[2] | 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 $108.6 million has been contributed to Newmark for the year ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Balance | $ 208 | $ 208 |
Increases for prior year tax positions | 0 | 0 |
Decreases for prior year tax positions | 0 | 0 |
Increases for current year tax positions | 0 | 0 |
Decreases related to settlements with taxing authorities | 0 | 0 |
Decreases related to a lapse of applicable statute of limitations | 0 | 0 |
Balance | $ 208 | $ 208 |
Accounts Payable, Accrued Exp_3
Accounts Payable, Accrued Expenses and Other Liabilities - Components of Current Portion of Accounts Payable, Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts Payable Accrued Expenses And Other Liabilities Current [Abstract] | ||
Accounts payable and accrued expenses | $ 113,713 | $ 79,376 |
Payroll taxes payable | 39,620 | 5,976 |
Outside broker payable | 59,918 | 23,361 |
Corporate and other taxes payable | 77,858 | 6,697 |
Contingent consideration | 4,452 | 6,504 |
Derivative liability | 16,678 | 3,047 |
Current portion of accounts payable, accrued expenses and other liabilities | $ 312,239 | $ 124,961 |
Accounts Payable, Accrued Exp_4
Accounts Payable, Accrued Expenses and Other Liabilities - Components of Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Other Liabilities Noncurrent [Abstract] | |||
Deferred rent | $ 49,334 | $ 41,875 | |
Payroll taxes payable | 31,055 | 48,248 | |
Accrued compensation | 35,103 | 31,411 | |
Credit enhancement deposit | 25,000 | 25,000 | |
Business acquisition, contingent cash consideration | 28,099 | 17,207 | |
Financial guarantee liability | 32 | 54 | $ 413 |
Other liabilities | $ 168,623 | $ 163,795 |
Compensation - Additional Infor
Compensation - Additional Information (Detail) - USD ($) | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 13, 2017 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unit granted during period | 13,200,000 | |||||||
Shares authorized to be delivered allowed for grant of future awards | 386,800,000 | 386,800,000 | ||||||
Number of limited partnership units granted exchangeability | 6,200,000 | 0 | 0 | |||||
Expense related to units redeemed | $ 11,300,000 | |||||||
Income allocated to limited partnership units | 51,500,000 | $ 25,200,000 | $ 26,500,000 | |||||
Unrecognized compensation expense related to unvested RSUs | $ 2,500,000 | 2,500,000 | ||||||
Deferred cash compensation expense recognized | 2,100,000 | 300,000 | 1,300,000 | |||||
Liability for deferred cash compensation awards | 1,500,000 | $ 400,000 | 1,500,000 | 400,000 | ||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation expense (benefit) before income tax related to limited partnership units | 700,000 | |||||||
Compensation expense (benefit) before income tax related to limited partnership units | 700,000 | |||||||
Executives And Non-Executives Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Notional value with post-termination pay-out amount | 92,700,000 | 232,900,000 | 92,700,000 | 232,900,000 | ||||
Aggregate estimated fair value of limited partnership units | 22,600,000 | $ 39,200,000 | $ 22,600,000 | $ 39,200,000 | ||||
Number of unvested limited partnership units with post-termination pay-out | 23,400,000 | 23,400,000 | ||||||
Limited partners capital account units held by BGC | 13,200,000 | 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 | 0 | 300,000 | ||||||
Aggregate estimated grant date fair values | $ 0 | $ 2,800,000 | ||||||
Limited Partnership Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation expense (benefit) before income tax related to limited partnership units | (7,900,000) | 21,300,000 | 13,800,000 | |||||
Compensation expense (benefit) before income tax related to limited partnership units | $ (7,900,000) | 21,300,000 | 13,800,000 | |||||
Newmark Holdings, L.P. [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of limited partnership units granted exchangeability | 200,000 | |||||||
Compensation expense (benefit) before income tax related to limited partnership units | $ 2,000,000 | 0 | 0 | |||||
Number of units redeemed | 800,000 | |||||||
Compensation expense (benefit) before income tax related to limited partnership units | $ 2,000,000 | 0 | $ 0 | |||||
Aggregate estimated grant date fair value of outstanding RSUs | $ 3,000,000 | $ 0 | $ 3,000,000 | $ 0 | ||||
Newmark Holdings, L.P. [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Limited partnership units outstanding | 219,887 | 219,887 | ||||||
Awards granted | 264,532 | |||||||
Newmark Holdings, L.P. [Member] | Executives And Non-Executives Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Notional value with post-termination pay-out amount | $ 77,000,000 | $ 77,000,000 | ||||||
Number of unvested limited partnership units with post-termination pay-out | 3,800,000 | 3,800,000 | ||||||
Limited partners capital account units held by BGC | 1,500,000 | 6,000,000 | 1,500,000 | 6,000,000 | ||||
Newmark Holdings, L.P. [Member] | Employees and Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards granted | 300 | 0 | ||||||
Aggregate estimated grant date fair values | $ 3,600 | |||||||
Newmark Holdings, L.P. [Member] | Share Equivalent Limited Partnership Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Limited partnership units outstanding | 44,733,487 | 29,413,143 | 44,733,487 | 29,413,143 | ||||
Awards granted | 19,141,943 | 29,413,143 | ||||||
Newmark Holdings, L.P. [Member] | Executives And Non-Executives Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate estimated fair value of limited partnership units | $ 8,000,000 | $ 8,000,000 | ||||||
Number of unvested limited partnership units with post-termination pay-out | 5,500,000 | 10,600,000 | 5,500,000 | 10,600,000 | ||||
Limited partners capital account units held by BGC | 4,000,000 | 4,000,000 | ||||||
BGC Holdings, L.P. [Member] | Executives And Non-Executives Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of unvested limited partnership units with post-termination pay-out | 8,400,000 | 23,400,000 | 8,400,000 | 23,400,000 | ||||
Limited partners capital account units held by BGC | 13,200,000 | 13,200,000 | ||||||
BGC Holdings, L.P. [Member] | Limited Partnership Units [Member] | Executives And Non-Executives Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Limited partners capital account units held by BGC | 3,300,000 | 13,200,000 | 3,300,000 | 13,200,000 | ||||
NEWMARK Group Inc Parent [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate estimated grant date fair value of outstanding RSUs | $ 1,600,000 | $ 3,300,000 | $ 1,600,000 | $ 3,300,000 | ||||
Unrecognized compensation expense related to unvested RSUs | $ 1,600,000 | 1,600,000 | ||||||
NEWMARK Group Inc Parent [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation expense (benefit) before income tax related to limited partnership units | 1,100,000 | 1,200,000 | $ 1,000,000 | |||||
Compensation expense (benefit) before income tax related to limited partnership units | $ 1,100,000 | $ 1,200,000 | $ 1,000,000 | |||||
BGC Holdings, L.P. [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of limited partnership units granted exchangeability | 17,400,000 | 6,500,000 | 3,800,000 | |||||
Compensation expense (benefit) before income tax related to limited partnership units | $ 166,000,000 | $ 89,400,000 | $ 45,600,000 | |||||
Number of units redeemed | 900,000 | |||||||
Compensation expense (benefit) before income tax related to limited partnership units | $ 166,000,000 | $ 89,400,000 | $ 45,600,000 | |||||
Restricted stock unit, Conversion description | Each RSU is settled into one unit of Newmark 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] | ||||||||
Limited partnership units outstanding | 168,675 | 346,538 | 168,675 | 346,538 | 285,725 | 258,526 | ||
Awards granted | 3,439 | 269,754 | 196,855 | |||||
BGC Holdings, L.P. [Member] | Limited Partnership Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Limited partnership units outstanding | 61,870,969 | 64,708,915 | 61,870,969 | 64,708,915 | 53,407,627 | 38,000,970 | ||
Awards granted | 2,872,825 | 13,976,871 | 19,149,118 | |||||
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 | 4 years | |||||||
Maximum [Member] | Limited Partnership Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares, restriction period | 5 years | |||||||
Maximum [Member] | Newmark Holdings, L.P. [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 | 4 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 | |||||||
Minimum [Member] | Newmark Holdings, L.P. [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 | |||||||
Class A Common Stock [Member] | Newmark Holdings, L.P. [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Conversion of Stock, Shares Converted | 9,300,000 | 5,600,000 | ||||||
Class A Common Stock [Member] | BGC Holdings, L.P. [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Conversion of Stock, Shares Converted | 26,000,000 | 12,300,000 | ||||||
Class A Common Stock [Member] | Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares, restriction period | 4 years | |||||||
Class A Common Stock [Member] | Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares, restriction 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] - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Units, Balance outstanding at beginning of period | 64,708,915 | 53,407,627 | 38,000,970 |
Number of Units, Granted | 2,872,825 | 13,976,871 | 19,149,118 |
Number of Units, Redeemed/exchanged units | (5,650,292) | (2,668,048) | (3,351,944) |
Number of Units, Forfeited units | (60,479) | (7,535) | (390,517) |
Number of Units, Balance outstanding at end of period | 61,870,969 | 64,708,915 | 53,407,627 |
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 [Member] - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
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 | 19,141,943 | 29,413,143 |
Number of Units, Redeemed/exchanged units | (3,793,351) | |
Number of Units, Forfeited units | (28,248) | |
Number of Units, Balance outstanding at end of period | 44,733,487 | 29,413,143 |
Compensation - Activity Assoc_2
Compensation - Activity Associated with Restricted Stock Units (Detail) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Newmark Holdings, L.P. [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Units, Granted | 264,532 | |||
Number of Settled units (delivered shares) | (8,109) | |||
Number of Units, Forfeited units | (36,536) | |||
Number of Units, Balance outstanding at end of period | 219,887 | |||
Granted | $ 13.54 | |||
Settled units (delivered shares) | 13.36 | |||
Forfeited units | 13.71 | |||
Balance at the end of period | $ 13.52 | |||
Weighted-Average Remaining Contractual Term (Years) | 2 years 3 months 10 days | |||
BGC Holdings, L.P. [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Units, Balance outstanding at beginning of period | 346,538 | 285,725 | 258,526 | |
Number of Units, Granted | 3,439 | 269,754 | 196,855 | |
Number of Settled units (delivered shares) | (147,006) | (151,844) | (141,490) | |
Number of Units, Forfeited units | (34,296) | (57,097) | (28,166) | |
Number of Units, Balance outstanding at end of period | 168,675 | 346,538 | 285,725 | 258,526 |
Balance at the beginning of period | $ 9.56 | $ 7.56 | $ 6.52 | |
Granted | 7.64 | 10.37 | 7.87 | |
Settled units (delivered shares) | 5.85 | 7.73 | 9.17 | |
Forfeited units | 10.01 | 8.75 | 7.64 | |
Balance at the end of period | $ 9.77 | $ 9.56 | $ 7.56 | $ 6.52 |
Weighted-Average Remaining Contractual Term (Years) | 11 months 23 days | 1 year 10 months 6 days | 1 year 9 months | 1 year 6 months 21 days |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Contractual Obligations (Detail) $ in Thousands | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | ||
Total | $ 2,065,763 | |
Less than 1 Year | 1,072,292 | |
1-3 Years | 147,160 | |
3-5 Years | 687,404 | |
More than 5 Years | 158,907 | |
Interest on Long Term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Total | 168,440 | [1] |
Less than 1 Year | 33,688 | [1] |
1-3 Years | 67,376 | [1] |
3-5 Years | 67,376 | [1] |
Interest on warehouse facility [Member] | ||
Debt Instrument [Line Items] | ||
Total | 23,347 | [2] |
Less than 1 Year | 23,347 | [2] |
Long-term debt [Member] | ||
Debt Instrument [Line Items] | ||
Total | 550,000 | [3] |
3-5 Years | 550,000 | [3] |
Warehouse Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total | 972,387 | [4] |
Less than 1 Year | 972,387 | [4] |
Operating Leases [Member] | ||
Debt Instrument [Line Items] | ||
Total | 351,589 | [5] |
Less than 1 Year | 42,870 | [5] |
1-3 Years | 79,784 | [5] |
3-5 Years | 70,028 | [5] |
More than 5 Years | $ 158,907 | [5] |
[1] | Reflects interest on the $550 million 6.125% Senior Notes until their maturity date of November 15, 2023. | |
[2] | Interest on the warehouse facilities was projected by using the 1 month LIBOR rate plus their respective additional basis points, primarily 120 basis points above LIBOR, applied to their respective outstanding balances as of December 31, 2018, through their respective maturity dates. Their respective maturity dates range from June to October 2019, while one line has an open maturity date. The notional amount of these committed and uncommitted warehouse facilities was $1,975 million at December 31, 2018. One of these lines had been increased temporarily to $1,000 million for the period from November 30, 2018 through January 29, 2019. On January 29, 2019 this temporary increase was reduced to $600 million. | |
[3] | Long-term debt reflects long-term borrowings of $550.0 million, 6.125% Senior Notes due 2023. The carrying amount of these notes was approximately $537.6 million. See Note 21 Long-Term Debt and Long-Term Debt Payable to Related Parties for more information regarding these obligations | |
[4] | The warehouse facilities are collateralized by $972.4 of loans held for sale, at fair value (see Note 20 – Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises) | |
[5] | Operating leases are related to rental payments under various non-cancelable leases principally for office space, net of sublease payments to be received. The total amount of sublease payments to be received is approximately $1.9 million over the life of the agreement |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Contractual Obligations (Parenthetical) (Detail) - USD ($) | Nov. 06, 2018 | Dec. 31, 2018 | Feb. 05, 2019 | Jan. 29, 2019 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||||
Sublease payments to be received | $ 1,900,000 | |||||
Loans held for sale, at fair value | 990,864,000 | $ 362,635,000 | ||||
Derivative, notional amount | 1,814,834,000 | $ 722,277,000 | [1] | |||
Warehouse Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loans held for sale, at fair value | 972,400,000 | |||||
Derivative, notional amount | 1,975,000,000 | |||||
Warehouse Facility [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Lines available | $ 600,000,000 | |||||
Warehouse Facility [Member] | Subsequent Event [Member] | November 30, 2018 Through January 29, 2019. [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Lines available | $ 1,000,000,000 | |||||
6.125% Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument face amount | $ 550,000,000 | $ 550,000,000 | ||||
Stated interest rate | 6.125% | 6.125% | 6.125% | |||
Net proceeds from issuance of senior notes | $ 537,600,000 | $ 537,600,000 | ||||
Maturity date | Nov. 15, 2023 | Nov. 15, 2023 | ||||
[1] | Included in Forwards in 2018 is $77.6 million of the RBC Forwards (see Note 1 – Organization and Basis of Presentation) which includes $19.0 million of unrealized gains for a change in the fair value of the RBC Forwards. |
Commitments and Contingencies_3
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Total remaining draws on construction loans committed to fund | $ 2,065,763 | ||
Rent expense | 42,600 | $ 36,700 | $ 37,300 |
Business acquisition, contingent cash consideration | 28,099 | 17,207 | |
Acquisitions from 2014 through 2018 [Member] | |||
Loss Contingencies [Line Items] | |||
Business acquisition, contingent cash consideration | $ 16,800 | ||
Business acquisition, contingent cash consideration limited partnership units | 1.4 | ||
Construction Loans [Member] | |||
Loss Contingencies [Line Items] | |||
Total remaining draws on construction loans committed to fund | $ 294,000 | $ 244,000 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Future Minimum Rental Payments for Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2019 | $ 42,870 |
2020 | 41,497 |
2021 | 38,287 |
2022 | 35,738 |
2023 | 34,290 |
Thereafter | 158,907 |
Total | $ 351,589 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Feb. 11, 2019 | Feb. 05, 2019 | Dec. 31, 2018 | Nov. 06, 2018 |
6.125% Senior Notes Due 2023 [Member] | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 6.125% | 6.125% | 6.125% | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Common stock dividends per share declared | $ 0.09 | |||
Dividend payable date | Mar. 13, 2019 | |||
Dividends payable date declared | Feb. 11, 2019 | |||
Dividends payable date of record | Feb. 28, 2019 | |||
Subsequent Event [Member] | 6.125% Senior Notes Due 2023 [Member] | Maximum [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Exchange Amount | $ 550 |
Schedule I - Parent Company O_2
Schedule I - Parent Company Only Financial Statements - Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | |||
Cash and cash equivalents | $ 122,475 | $ 121,027 | |
Receivables from related parties | 20,500 | 0 | |
Total current assets | 1,757,054 | 825,097 | |
Other assets | 369,867 | 278,460 | |
Total assets | 3,454,157 | 2,273,007 | |
Current liabilities: | |||
Payable to related parties | 13,507 | 34,169 | |
Total current liabilities | 1,664,639 | 782,588 | |
Long-term debt | 537,926 | 670,710 | |
Total liabilities | 2,371,188 | 2,029,593 | |
Total stockholders’ equity | 567,569 | 260,410 | |
Total liabilities, redeemable partnership interest, and equity | 3,454,157 | 2,273,007 | |
NEWMARK Group Inc Parent [Member] | |||
Current assets: | |||
Cash and cash equivalents | 24 | 1 | $ 1 |
Receivables from related parties | 11,474 | ||
Total current assets | 24 | 11,475 | |
Investment in subsidiaries | 501,000 | 101,834 | |
Note receivable from related party | 593,517 | 670,710 | |
Other assets | 152,027 | 164,569 | |
Total assets | 1,246,568 | 948,588 | |
Current liabilities: | |||
Accounts payable and accrued expenses | 84,436 | 16,313 | |
Payable to related parties | 56,637 | 1,155 | |
Total current liabilities | 141,073 | 17,468 | |
Long-term debt | 537,926 | 670,710 | |
Total liabilities | 678,999 | 688,178 | |
Total stockholders’ equity | 567,569 | 260,410 | |
Total liabilities, redeemable partnership interest, and equity | $ 1,246,568 | $ 948,588 |
Schedule I - Parent Company O_3
Schedule I - Parent Company Only Financial Statements - Statements of Operations (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Revenues: | |||||
Total revenue | $ 2,047,579 | $ 1,596,450 | $ 1,349,983 | ||
Expenses: | |||||
Total operating expenses | 1,842,282 | 1,470,589 | 1,197,844 | ||
Income before income taxes and noncontrolling interests | 282,385 | 202,574 | 171,205 | ||
Equity income of subsidiaries | 2,750 | 1,562 | |||
Provision for income taxes | 90,487 | 57,478 | 3,993 | ||
Net income available to common stockholders | 106,732 | 144,492 | 168,401 | ||
Basic earnings per share | |||||
Net income available to common stockholders | [1],[2] | $ 101,641 | $ 144,492 | [3] | $ 168,401 |
Basic earnings per share | $ 0.65 | $ 1.08 | |||
Basic weighted-average shares of common stock outstanding | 157,256 | 133,413 | [3] | ||
Fully diluted earnings per share | |||||
Net income for fully diluted shares | $ 105,571 | $ 117,217 | [3] | ||
Fully diluted earnings per share | $ 0.64 | $ 0.85 | [3] | ||
Fully diluted weighted-average shares of common stock outstanding | 163,810 | 138,398 | [3] | ||
NEWMARK Group Inc Parent [Member] | |||||
Revenues: | |||||
Interest income | $ 27,249 | $ 1,433 | |||
Total revenue | 27,249 | 1,433 | |||
Expenses: | |||||
Professional and consulting fees | 277 | ||||
Interest expense | 27,249 | 1,499 | |||
Other expenses | 344 | ||||
Total operating expenses | 27,870 | 1,499 | |||
Income before income taxes and noncontrolling interests | (621) | (66) | |||
Equity income of subsidiaries | 190,826 | 199,166 | |||
Provision for income taxes | 83,473 | 54,608 | |||
Net income available to common stockholders | 106,732 | 144,492 | |||
Basic earnings per share | |||||
Net income available to common stockholders | $ 101,641 | $ 144,492 | |||
Basic earnings per share | $ 0.65 | $ 1.08 | |||
Basic weighted-average shares of common stock outstanding | 157,256 | 133,413 | |||
Fully diluted earnings per share | |||||
Net income for fully diluted shares | $ 105,571 | $ 117,217 | |||
Fully diluted earnings per share | $ 0.64 | $ 0.85 | |||
Fully diluted weighted-average shares of common stock outstanding | 163,810 | 138,398 | |||
[1] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5,100 for the year ended December 31, 2018 | ||||
[2] | In accordance with ASC 260, includes a reduction for dividends on preferred stock or units in the amount of $5.1 million for the year ended December 31, 2018. | ||||
[3] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. |
Schedule I - Parent Company O_4
Schedule I - Parent Company Only Financial Statements - Statements of Comprehensive Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net income available to common stockholders | $ 106,732 | $ 144,492 | $ 168,401 |
Total other comprehensive income, net of tax | 191,898 | 145,096 | 167,212 |
Comprehensive income available to common stockholders | 106,732 | 144,492 | $ 168,401 |
NEWMARK Group Inc Parent [Member] | |||
Net income available to common stockholders | 106,732 | 144,492 | |
Total other comprehensive income, net of tax | 106,732 | 144,492 | |
Comprehensive income available to common stockholders | $ 106,732 | $ 144,492 |
Schedule I - Parent Company O_5
Schedule I - Parent Company Only Financial Statements - Statements of Cash Flows (Detail) - USD ($) $ in Thousands | Nov. 22, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Consolidated net income (loss) | $ 191,898 | $ 145,096 | $ 167,212 | ||
Adjustments to reconcile net income to net cash used in operating activities: | |||||
Equity income from subsidiaries | (2,750) | (1,562) | |||
Deferred tax provision (benefit) | 16,387 | 44,383 | (1,141) | ||
Changes in operating assets and liabilities: | |||||
Other assets | (9,924) | 36,086 | (7,643) | ||
Accounts payable, accrued and other liabilities | 152,885 | 13,103 | 34,925 | ||
Net cash (used in) provided by operating activities | (332,367) | 853,637 | (644,153) | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Contribution to subsidiary | (89,146) | ||||
Net cash provided by (used in) investing activities | 7,742 | 379 | (34,418) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Contribution from BGC | 241,960 | ||||
Proceeds from the Initial Public Offering, net of underwriting discounts | (8,870) | 304,290 | |||
Repayment of long-term debt | $ (304,300) | (670,710) | (304,290) | ||
Borrowing of long-term debt | 535,575 | ||||
Dividends to stockholders | (101,731) | ||||
Treasury stock repurchases | (486) | ||||
Net cash provided by (used in) financing activities | 336,657 | (798,196) | 635,953 | ||
Cash and cash equivalents at beginning of period | 121,027 | ||||
Cash and cash equivalents at end of period | 122,475 | 121,027 | |||
Cash paid during the period for: | |||||
Interest | 81,838 | 21,003 | 11,693 | ||
Taxes | 1,165 | 46 | 79 | ||
Supplemental disclosure of noncash investing and financing activities: | |||||
Accrued offering costs | 8,870 | ||||
NEWMARK Group Inc Parent [Member] | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Consolidated net income (loss) | 106,732 | 144,492 | |||
Adjustments to reconcile net income to net cash used in operating activities: | |||||
Equity income from subsidiaries | (190,826) | (199,166) | |||
Deferred tax provision (benefit) | 14,197 | 47,548 | |||
Changes in operating assets and liabilities: | |||||
Receivables from subsidiaries | 22,717 | (2,342) | |||
Payable to subsidiaries | 120,483 | 1,157 | |||
Other assets | (1,655) | ||||
Accounts payable, accrued and other liabilities | 68,123 | 8,311 | |||
Net cash (used in) provided by operating activities | 139,771 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Cash paid for acquisitions | (6,691) | ||||
Contribution to subsidiary | (304,290) | ||||
Net cash provided by (used in) investing activities | (6,691) | (304,290) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Contribution from BGC | $ 1 | ||||
Proceeds from the Initial Public Offering, net of underwriting discounts | 304,290 | ||||
Repayment of long-term debt | $ (304,300) | (670,710) | (304,290) | ||
Borrowing of long-term debt | 537,926 | ||||
Distributions from subsidiaries | 107,000 | ||||
Reinvestment of cash in subsidiaries | (65,000) | ||||
Dividends to stockholders | (41,787) | ||||
Treasury stock repurchases | (486) | ||||
Repayment of related party receivable | 304,290 | ||||
Net cash provided by (used in) financing activities | 1 | (133,057) | 304,290 | ||
Net cash and cash equivalents | 1 | 23 | |||
Cash and cash equivalents at beginning of period | 1 | 1 | |||
Cash and cash equivalents at end of period | $ 1 | 24 | 1 | $ 1 | |
Cash paid during the period for: | |||||
Interest | 21,751 | ||||
Taxes | $ 1,165 | ||||
Supplemental disclosure of noncash investing and financing activities: | |||||
Net assets contributed by BGC Partners’ | 795,497 | ||||
Note receivable from related parties | 975,000 | ||||
Debt assumed from BGC | 975,000 | ||||
Accrued offering costs | $ 8,870 |
Schedule I - Parent Company O_6
Schedule I - Parent Company Only - Organization and Basis of Presentation - Additional Information (Detail) - USD ($) | Nov. 30, 2018 | Nov. 28, 2018 | Nov. 23, 2018 | Nov. 06, 2018 | Sep. 29, 2018 | Sep. 26, 2018 | Jun. 19, 2018 | Dec. 26, 2017 | Dec. 15, 2017 | Nov. 22, 2017 | Sep. 08, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Description Of Business [Line Items] | ||||||||||||||
Equity method investments | $ 101,275,000 | $ 101,562,000 | ||||||||||||
Proceeds from the Initial Public Offering, net of underwriting discounts | $ (8,870,000) | $ 304,290,000 | ||||||||||||
Fully diluted weighted-average shares of common stock outstanding | 163,810,000 | 138,398,000 | [1] | |||||||||||
Line of credit facility, outstanding amount | $ 0 | |||||||||||||
Net proceeds from the IPO to partially repay the term loan | $ 304,300,000 | $ 670,710,000 | $ 304,290,000 | |||||||||||
RBC [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | ||||||||||||
Term Loan Credit Agreement [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Principal amount of notes | 575,000,000 | |||||||||||||
Line of credit, amount repaid | $ 270,700,000 | |||||||||||||
6.125% Senior Notes [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Stated interest rate | 6.125% | |||||||||||||
Repayments of convertible debt | $ 300,000,000 | $ 134,000,000 | ||||||||||||
Three-Year Unsecured Senior Revolving Credit Facility [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Revolving credit amount | $ 250,000,000 | |||||||||||||
Line of credit facility, expiration period | 3 years | |||||||||||||
Revolving Credit Facility [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Line of credit facility, outstanding amount | $ 0 | 400,000,000 | ||||||||||||
Maximum revolving credit | 250,000 | 400,000,000 | ||||||||||||
6.125% Senior Notes [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Principal amount of notes | $ 550,000,000 | |||||||||||||
Stated interest rate | 6.125% | |||||||||||||
Issued price percentage | 98.937% | |||||||||||||
Yield percentage | 6.375% | |||||||||||||
Net proceeds from issuance of senior notes | $ 537,600,000 | |||||||||||||
Debt instrument maturity date | Nov. 15, 2023 | |||||||||||||
Debt instrument, issuance date | Nov. 1, 2018 | |||||||||||||
Debt issuance cost | $ 6,300,000 | |||||||||||||
Debt discount | 5,800,000 | |||||||||||||
Class A Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Stock issued during period, shares, new issues | 23,000,000 | |||||||||||||
Common stock, shares outstanding | 156,916,000 | 138,594,000 | ||||||||||||
Common stock, shares issued | 156,966,000 | 138,921,000 | ||||||||||||
Class B Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Common stock, shares outstanding | 21,285,000 | 15,840,000 | ||||||||||||
Common stock, shares issued | 5,500,000 | 21,285,000 | 15,840,000 | |||||||||||
IPO [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Fully diluted weighted-average shares of common stock outstanding | 234,200,000 | |||||||||||||
IPO [Member] | Public Stockholders [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Noncontrolling interest, ownership percentage | 9.80% | |||||||||||||
IPO [Member] | Class A Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Stock issued during period, shares, new issues | 20,000,000 | 23,000,000 | ||||||||||||
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 the Initial Public Offering, net of underwriting discounts | $ 295,400,000 | |||||||||||||
Common stock, shares outstanding | 138,600,000 | |||||||||||||
IPO [Member] | Class A Common Stock [Member] | Public Stockholders [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Noncontrolling interest, ownership percentage | 16.60% | |||||||||||||
CF Real Estate Finance Holdings, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Equity method investments | $ 100,000,000 | |||||||||||||
BGC Holdings, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
BGC Partners Inc [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 97.93% | |||||||||||||
Number Of Units Converted To Common Stock | 14,800,000 | |||||||||||||
Ownership interest percentage | 94.00% | |||||||||||||
Economic interest ownership percentage | 87.00% | |||||||||||||
Common stock units issued | 1,458,931 | |||||||||||||
BGC Partners Inc [Member] | Class A Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
Number Of Units Converted To Common Stock | 9,400,000 | |||||||||||||
Common stock, shares issued | 131,886,409 | |||||||||||||
Common stock units issued | 449,917 | |||||||||||||
BGC Partners Inc [Member] | Class B Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
Number Of Units Converted To Common Stock | 5,400,000 | |||||||||||||
Common stock, shares issued | 21,285,537 | |||||||||||||
Ownership interest percentage | 57.80% | 100.00% | ||||||||||||
Economic interest ownership percentage | 12.10% | |||||||||||||
Cantor Fitzgerald, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Stated interest rate | 1.00% | |||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||
Berkeley Point Financial [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Business acquisition date | Sep. 8, 2017 | |||||||||||||
Ownership percentage acquired | 100.00% | |||||||||||||
NEWMARK Group Inc Parent [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Proceeds from the Initial Public Offering, net of underwriting discounts | $ 304,290,000 | |||||||||||||
Fully diluted weighted-average shares of common stock outstanding | 163,810,000 | 138,398,000 | ||||||||||||
Net proceeds from the IPO to partially repay the term loan | 304,300,000 | $ 670,710,000 | $ 304,290,000 | |||||||||||
Repayments of convertible debt | 152,900,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | RBC [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Repayments of convertible debt | 133,900,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | Term Loan Credit Agreement [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Principal amount of notes | 575,000,000 | |||||||||||||
Line of credit, amount repaid | 270,700,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | 6.125% Senior Notes [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | ||||||||||||
NEWMARK Group Inc Parent [Member] | Three-Year Unsecured Senior Revolving Credit Facility [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Revolving credit amount | $ 250,000,000 | |||||||||||||
Line of credit facility, expiration period | 3 years | |||||||||||||
Line of credit facility, outstanding amount | $ 0 | |||||||||||||
NEWMARK Group Inc Parent [Member] | Revolving Credit Facility [Member] | RBC [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Line of credit facility, outstanding amount | 400,000,000 | |||||||||||||
Maximum revolving credit | $ 400,000,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | 6.125% Senior Notes [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Principal amount of notes | $ 550,000,000 | |||||||||||||
Stated interest rate | 6.125% | |||||||||||||
Issued price percentage | 98.937% | |||||||||||||
Yield percentage | 6.375% | |||||||||||||
Net proceeds from issuance of senior notes | $ 537,600,000 | |||||||||||||
Debt instrument maturity date | Nov. 15, 2023 | |||||||||||||
Debt instrument, issuance date | Nov. 1, 2018 | |||||||||||||
Debt issuance cost | $ 6,300,000 | |||||||||||||
Debt discount | $ 5,800,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | IPO [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Fully diluted weighted-average shares of common stock outstanding | 234,200,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | IPO [Member] | Public Stockholders [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Noncontrolling interest, ownership percentage | 9.80% | |||||||||||||
NEWMARK Group Inc Parent [Member] | 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 the Initial Public Offering, net of underwriting discounts | $ 295,400,000 | |||||||||||||
Common stock, shares outstanding | 138,600,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | IPO [Member] | Class A Common Stock [Member] | Public Stockholders [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Noncontrolling interest, ownership percentage | 16.60% | |||||||||||||
NEWMARK Group Inc Parent [Member] | CF Real Estate Finance Holdings, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Equity method investments | $ 100,000,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | BGC Partners Inc [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 97.93% | |||||||||||||
Number Of Units Converted To Common Stock | 14,800,000 | |||||||||||||
Ownership interest percentage | 94.00% | |||||||||||||
Economic interest ownership percentage | 87.00% | |||||||||||||
Common stock units issued | 1,458,931 | |||||||||||||
NEWMARK Group Inc Parent [Member] | BGC Partners Inc [Member] | Class A Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
Number Of Units Converted To Common Stock | 9,400,000 | |||||||||||||
Common stock, shares issued | 131,886,409 | |||||||||||||
Common stock units issued | 449,917 | |||||||||||||
NEWMARK Group Inc Parent [Member] | BGC Partners Inc [Member] | Class B Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Exchange Ratio Number of Common Shares Received Under Spin Off Transaction | 46.3895% | |||||||||||||
Number Of Units Converted To Common Stock | 5,400,000 | |||||||||||||
Common stock, shares issued | 21,285,537 | |||||||||||||
NEWMARK Group Inc Parent [Member] | Cantor Fitzgerald, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Line of credit facility, outstanding amount | $ 0 | |||||||||||||
Aggregate principal amount | $ 250,000,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | Berkeley Point Financial [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 post closing adjustments | $ 508,600,000 | |||||||||||||
Number of trading days prior to closing | 3 days | |||||||||||||
NEWMARK Group Inc Parent [Member] | Berkeley Point Financial [Member] | BGC Holdings, L.P. [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Business acquisition price paid in units | $ 3,200,000 | |||||||||||||
NEWMARK Group Inc Parent [Member] | Berkeley Point Financial [Member] | BGC Holdings, L.P. [Member] | Partnership Units [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Business acquisition price paid (Partnership Units) | 247,099 | |||||||||||||
Newmark OpCo [Member] | BGC Partners Inc [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Number Of Units Converted To Common Stock | 7,000,000 | |||||||||||||
Newmark OpCo [Member] | BGC Partners Inc [Member] | Class A Common Stock [Member] | ||||||||||||||
Description Of Business [Line Items] | ||||||||||||||
Number Of Units Converted To Common Stock | 6,900,000 | |||||||||||||
[1] | Allocations of Net income (loss) to limited partnership interest in Newmark Holdings, net of tax consist solely of losses relating to the post-IPO period. |
Schedule I - Parent Company O_7
Schedule I - Parent Company Only - Other Assets - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | |||
Other assets | $ 369,867 | $ 278,460 | |
Deferred tax assets | [1] | 149,938 | 168,594 |
NEWMARK Group Inc Parent [Member] | |||
Business Acquisition [Line Items] | |||
Other assets | 152,027 | 164,569 | |
Prepaid expenses | 1,600 | ||
Deferred tax assets | $ 150,400 | $ 164,600 | |
[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 $108.6 million has been contributed to Newmark for the year ended December 31, 2017 for the basis difference between BPF’s net assets and its tax basis. |
Schedule I - Parent Company O_8
Schedule I - Parent Company Only Financial Statements - Accounts Payable and Accrued Expenses - Components of Accounts Payable, Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts Payable And Accrued Expenses [Line Items] | ||
Corporate taxes payable | $ 77,858 | $ 6,697 |
NEWMARK Group Inc Parent [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accrued interest | 5,149 | 1,254 |
Corporate taxes payable | 79,079 | 7,059 |
Other | 208 | 8,000 |
Accounts Payable and Accrued Liabilities | $ 84,436 | $ 16,313 |
Schedule I - Parent Company O_9
Schedule I - Parent Company Only Financial Statements - Long-Term Debt - Additional Information (Detail) - USD ($) | Nov. 23, 2018 | Nov. 06, 2018 | Sep. 26, 2018 | Jun. 30, 2018 | Jun. 19, 2018 | Dec. 31, 2017 | Dec. 13, 2017 | Sep. 08, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||||||||
Long-term debt | $ 670,710,000 | $ 537,926,000 | $ 670,710,000 | ||||||||
Repayments of credit agreement | 8,000,725,000 | $ 8,742,295,000 | $ 7,793,238,000 | ||||||||
6.125% Senior Notes [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 6.125% | ||||||||||
Repayments of convertible debt | $ 300,000,000 | $ 134,000,000 | |||||||||
RBC [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | |||||||||
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 bore interest at either LIBOR or a defined base rate plus an additional margin, which ranged 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 was 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. | ||||||||||
Applicable margin | 0.50% | ||||||||||
Long-term debt | $ 400,000,000 | 0 | $ 400,000,000 | ||||||||
Interest expense | 12,900,000 | $ 700,000 | |||||||||
Converted Term Loan [Member] | 6.125% Senior Notes [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | 134,000,000 | ||||||||||
Converted Term Loan [Member] | RBC [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | 113,200,000 | 152,900,000 | |||||||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.50% | ||||||||||
Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 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 bore interest at either LIBOR or a defined base rate plus an additional margin which ranged 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 was 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. | ||||||||||
Applicable margin | 0.50% | ||||||||||
Long-term debt | $ 270,710,000 | $ 270,710,000 | |||||||||
Interest expense | 2,600,000 | 700,000 | |||||||||
Percentage of net cash proceeds of all material asset sales | 100.00% | ||||||||||
Repayments of credit agreement | $ 304,300,000 | 270,700,000 | |||||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.50% | ||||||||||
Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 3.25% | ||||||||||
NEWMARK Group Inc Parent [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term debt | $ 670,710,000 | 537,926,000 | $ 670,710,000 | ||||||||
Repayments of convertible debt | 152,900,000 | ||||||||||
NEWMARK Group Inc Parent [Member] | 6.125% Senior Notes [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | $ 113,200,000 | $ 152,900,000 | |||||||||
NEWMARK Group Inc Parent [Member] | RBC [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | 133,900,000 | ||||||||||
NEWMARK Group Inc Parent [Member] | 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 this facility bore 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. If there were any amounts outstanding under the term loan facility as of December 31, 2017, the pricing would increase by 50 basis points until the term loan facility was paid in full and if there were any amounts outstanding under the term loan facility as of June 30, 2018, the pricing would increase by an additional 75 basis points (125 basis points in the aggregate) until the term loan facility was paid in full. From and after the repayment in full of the term loan facility, the pricing would return to the levels previously described. | ||||||||||
Applicable margin | 0.50% | ||||||||||
Long-term debt | $ 0 | $ 0 | |||||||||
Stated interest rate | 4.21% | 4.21% | |||||||||
Interest expense | $ 700,000 | $ 12,900,000 | |||||||||
NEWMARK Group Inc Parent [Member] | Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.75% | ||||||||||
NEWMARK Group Inc Parent [Member] | Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.50% | ||||||||||
NEWMARK Group Inc Parent [Member] | Converted Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 3.25% | ||||||||||
NEWMARK Group Inc Parent [Member] | 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 this facility bore interest at either LIBOR or a defined base rate plus an additional margin which ranged 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 was a LIBOR loan or a base rate loan. If there were any amounts outstanding under the term loan facility as of December 31, 2017, the pricing would increase by 50 basis points until the term loan facility was paid in full and if there were any amounts outstanding under the term loan facility as of June 30, 2018, the pricing would increase by an additional 75 basis points (125 basis points in the aggregate) until the term loan facility is paid in full. From and after the repayment in full of the term loan facility, the pricing would return to the levels previously described. | ||||||||||
Applicable margin | 0.50% | ||||||||||
Long-term debt | $ 270,700,000 | $ 270,700,000 | |||||||||
Stated interest rate | 4.21% | 4.21% | |||||||||
Interest expense | $ 700,000 | ||||||||||
Percentage of net cash proceeds of all material asset sales | 100.00% | 100.00% | |||||||||
Repayments of credit agreement | $ 304,300,000 | ||||||||||
NEWMARK Group Inc Parent [Member] | Term Loan [Member] | LIBOR or Defined Base Rate [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.75% | ||||||||||
NEWMARK Group Inc Parent [Member] | Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 0.50% | ||||||||||
NEWMARK Group Inc Parent [Member] | Term Loan [Member] | LIBOR or Defined Base Rate [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Applicable margin | 3.25% |
Schedule I - Parent Company _10
Schedule I - Parent Company Only - Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Feb. 11, 2019 | Feb. 05, 2019 | Dec. 31, 2018 | Nov. 06, 2018 |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Common stock dividends per share declared | $ 0.09 | |||
Dividend payable date | Mar. 13, 2019 | |||
Dividends payable date declared | Feb. 11, 2019 | |||
Dividends payable date of record | Feb. 28, 2019 | |||
6.125% Senior Notes [Member] | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 6.125% | 6.125% | 6.125% | |
NEWMARK Group Inc Parent [Member] | ||||
Subsequent Event [Line Items] | ||||
Common stock dividends per share declared | $ 0.09 | |||
Dividend payable date | Mar. 13, 2019 | |||
Dividends payable date declared | Feb. 11, 2019 | |||
Dividends payable date of record | Feb. 28, 2019 | |||
NEWMARK Group Inc Parent [Member] | 6.125% Senior Notes [Member] | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 6.125% | |||
NEWMARK Group Inc Parent [Member] | 6.125% Senior Notes [Member] | Subsequent Event [Member] | Maximum [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Exchange Amount | $ 550 |