GlobeNewswire Inc | Jul 28, 2021 07:01AM EDT

July 28, 2021

-- Reports 2Q21 GAAP Net Income to common stockholders of $43.6 million, or $1.29 per diluted share -- Economic Operating Income of $50.8 million, or $1.50 per diluted share (Non-GAAP) -- Strong Investment Banking, Brokerage and Management fee revenues -- Record share repurchases of $49.9 million, maintained quarterly cash dividend of $0.10 per share -- Earnings call today at 9am ET. Dial-in: 855-760-0961 or 631-485-4850 Passcode: 3633779

NEW YORK, July 28, 2021 (GLOBE NEWSWIRE) -- CowenInc. (NASDAQ: COWN) (Cowen or the Company) today announced its operating results for the second quarter ended June30, 2021.

Jeffrey M. Solomon, Chair and Chief Executive Officer of Cowen, said, "Our solid performance in the second quarter demonstrates the sustainable earnings power of our core operating business. This is the result of the increased breadth and depth of our capabilities developed through strategic investments over the last several years. We are confident that Cowen is well positioned to continue helping our clients achieve their goals while unlocking significant value for our shareholders."

Second Quarter 2021 Financial Summary

Operating Results Economic Operating Income (GAAP) (Non-GAAP) Three Months Ended June 30, Three Months Ended June 30,($ inmillions,except per 2021 2020 ? % 2021 2020 ? %shareinformation) Revenue/Economic $ 458.8 $ 646.2 (29 ) % $ 390.1 $ 558.7 (30 ) %Proceeds(Non-GAAP)Net income(loss)attributableto commonstockholders/ $ 43.6 $ 112.1 (61 ) % $ 50.8 $ 166.9 (70 ) %EconomicOperatingIncome(Non-GAAP)Earnings(loss) per $ 1.29 $ 3.83 (66 ) % $ 1.50 $ 5.69 (74 ) %common share(diluted) Note: Throughout this press release the Company presents non-GAAP financialmeasures that are not prepared in accordance with accounting principlesgenerally accepted in the United States of America ("US GAAP"). Areconciliation of these non-GAAP measures appears under the section,"Reconciliation of US GAAP (Unaudited) to Non-GAAP Measures." 2Q21 EconomicOperating Income (Loss) is calculated net of associated taxes. The Company hasutilized all available federal net operating losses not subject to limitationduring 2020. 2Q20 Economic Operating Income included $64.9 million from anunrealized gain on the Nikola investment.

Second Quarter 2021 Operating Financial Highlights

? Economic Operating Income (Non-GAAP): ? $50.8 million, or $1.50 per diluted share, which is after economic income tax expenses of $18.0 million. ? Strong Investment Banking performance: ? Record advisory: nearly 60% of total IB revenues, including second-highest M&A revenues on record Strong performance from non-Healthcare sectors including Info Services and ? Consumer help offset slowdown in HC activity. Overall pipeline remains robust. ? Solid Markets performance with continuing share gains: Brokerage Economic Proceeds (Non-GAAP) of $175.8 million ($2.8 million/ ? trading day) in 2Q21, up 5% year-over-year despite a 15% year-over-year decline in U.S. equity trading volumes ? Strong growth in cash and non-US trading, prime services, securities finance, and special situations ? Invested capital: ? As of June 30, 2021, the Company had invested capital in Op Co totaling $831.6 million, up from $800.0 million as of March 31, 2021 ? As of June 30, 2021, the Company had invested capital in Asset Co totaling $126.2 million, down from $128.5 million as of March 31, 2021 The largest Asset Co investments are the investment in Italian wireless ? broadband provider Linkem S.p.A ($81.3 million), private equity funds Formation8/Eclipse ($41.6 million) and other private investments ($3.3 million) ? Assets under Management: As of June30, 2021, the Company had assets under management of $14.4 ? billion, an increase of $0.4 billion from March 31, 2021 and an increase of $2.9 billion from June 30, 2020, respectively ? Management fee economic proceeds (non-GAAP) were $18.1 million, up 26% year-over-year

Capital Optimization Update

In the second quarter of 2021, the Company repurchased $49.9 million of its common stock, or 1,275,249 shares, at an average price of $39.14 under the Company's existing share repurchase program. Outside the share repurchase program, in the second quarter of 2021 the Company acquired approximately $15.0 million of stock as a result of net share settlements relating to the vesting of equity awards, or 366,310 shares, at an average price of $40.91. Approximately $50 million is currently available for purchase under the share repurchase program.

On June 24, 2021, the Company redeemed all of the outstanding principal of its December 2022 Convertible Notes. The conversion for the December 2022 Convertible Notes was settled in $88.1 million in cash, representing the principal amount and 2,938,841 shares ($128.3 million) of the Companys Class A common stock, representing the remainder of the conversion obligation in excess of the principal amount.

Quarterly Cash Dividend

On July 21, 2021, the Board of Directors declared a cash dividend of $0.10 per common share. The dividend will be payable on September 15, 2021, to stockholders of record on September 1, 2021.

Select Balance Sheet Data

(Amounts in millions, except per share information) June 30, December 31, 2021 2020Cowen Inc. stockholders' equity $ 1,097.3 $ 969.5Common equity (CE) $ 996.0 $ 868.2Tangible common equity (TCE) $ 822.0 $ 696.7 Book value per share (CE/CSO) $ 34.35 $ 32.34Tangible book value per share (TCE/CSO) $ 28.35 $ 25.95 Common shares outstanding (CSO) 29.0 26.8 Note: Common Equity (CE) is calculated as Cowen Inc, stockholders? equity lessour preferred stock issuance.Tangible common equity (TCE) is calculated as common equity (CE) less goodwilland net intangible assets.

Cowen Inc.US GAAP Preliminary Unaudited Condensed Consolidated Statements of Operations(Dollar and share amounts in thousands, except per share data) Three Months Ended Six Months Ended June 30 June 30 2021 2020 2021 2020Revenue Investment banking $ 224,981 $ 203,982 $ 529,815 $ 309,010 Brokerage 139,060 130,209 312,797 271,586 Investment income (loss) Securities principal 40,572 157,588 104,537 126,543 transactions, netPortfolio fund principal (1,882 ) 12,094 13,521 9,276 transactions, netCarried interest (35,530 ) 37,757 61,239 26,213 allocationsTotal investment income 3,160 207,439 179,297 162,032 (loss)Management fees 14,995 11,653 40,737 23,257 Incentive income 169 ? 2,427 ? Interest and dividends 62,173 47,918 121,561 89,995 Insurance and 11,493 5,967 18,610 16,438 reinsurance premiumsOther 2,031 1,286 3,690 2,868 Consolidated Funds 695 37,730 (2,652 ) (32,279 )revenuesTotal revenue 458,757 646,184 1,206,282 842,907 Interest and dividends 63,073 49,304 120,714 88,096 expenseTotal net revenue 395,684 596,880 1,085,568 754,811 Expenses Employee compensation 219,186 305,282 607,382 429,710 and benefitsInsurance andreinsurance claims,commissions and 5,216 6,434 11,671 16,864 amortization of deferredacquisition costsOperating, general,administrative and other 104,001 92,027 200,077 180,166 expensesDepreciation and 4,565 6,200 8,919 11,642 amortization expenseConsolidated Funds 124 1,585 395 4,299 expensesTotal expenses 333,092 411,528 828,444 642,681 Other income (loss) Net (losses) gains on 6,730 6,528 19,375 6,466 other investmentsBargain purchase gain, ? ? 3,855 ? net of taxGain/(loss) on debt ? ? (4,538 ) ? extinguishmentTotal other income 6,730 6,528 18,692 6,466 (loss)Income (loss) before 69,322 191,880 275,816 118,596 income taxesIncome tax expense/ 10,244 44,932 64,672 43,759 (benefit)Net income (loss) 59,078 146,948 211,144 74,837 Net income (loss)attributable tonon-controlling 13,755 33,113 18,317 (29,075 )interests inconsolidatedsubsidiaries and fundsNet income (loss)attributable to Cowen 45,323 113,835 192,827 103,912 Inc.Less: Preferred stock 1,698 1,698 3,396 3,396 dividendsNet income (loss)attributable to Cowen $ 43,625 $ 112,137 $ 189,431 $ 100,516 Inc. common stockholders Earnings (loss) per share:Basic $ 1.62 $ 4.01 $ 6.98 $ 3.55 Diluted $ 1.29 $ 3.83 $ 5.62 $ 3.39 Weighted average shares used in per share data:Basic 26,903 27,983 27,130 28,289 Diluted 33,858 29,316 33,703 29,644

U.S. GAAP Financial Measures

During the first quarter of 2021, the Company changed the presentation of certain income streams on its U.S. GAAP preliminary Unaudited Condensed Consolidated Statements of Operations by moving the income streams from Other income - net gains (losses) on securities, derivatives and other investments to Revenues. Additionally, the Company moved proprietary trading gains and losses generated by the Companys broker dealer entities from Brokerage revenue to Investment income (loss) securities principal transactions, net. The Company believes that these presentation changes provide a better representation of the Companys operating results as it is used by management to monitor the Companys financial performance and is consistent with industry practice. The changes in presentation have no impact on net income and prior period amounts have been recast to reflect such changes in presentation.

Second quarter 2021 revenue was $458.8 million versus $646.2 million in the second quarter of 2020. The year-over-year decrease was due primarily to decreased investment income and consolidated funds' principal transactions, net, partly offset by increased investment banking and brokerage activity and higher management fees.

Second quarter 2021 investment banking revenues increased $21.0 million to $225.0 million. During the second quarter of 2021 the Company completed 39 underwriting transactions, 41 strategic advisory transactions and 6 debt capital markets transactions.

Second quarter 2021 brokerage revenues increased $8.9 million to $139.1 million. The revenue growth was attributable to an increase in institutional brokerage, including special situations trading, cash trading and non-U.S. execution, as well as an increase in institutional services, primarily securities finance and prime brokerage.

Second quarter 2021 investment income decreased $204.3 million. The decrease included a $117.0 million decrease in securities principal transactions, including lower performance in the merchant banking portfolio and in public healthcare investments as well as a decrease in carried interest allocations.

Second quarter 2021 employee compensation and benefits expenses were $219.2 million, an decrease of $86.1 from the prior-year period. The year-over-year decrease was due primarily to lower total revenues resulting in a lower compensation and benefits accrual.

Second quarter 2021 income tax expense was $10.2 million compared to a $44.9 million income tax expense in the prior-year quarter. This change is primarily attributable to the change in the Companys income before income taxes for the respective periods.

Second quarter 2021 total expenses totaled $333.1 million, a decrease of $78.4 million from the prior-year period. The year-over-year decrease was primarily due to lower compensation expenses partially offset by an increase in brokerage and trader execution costs and professional, advisor and other fees associated with increased investment banking and brokerage activity.

Second quarter 2021 net income attributable to common stockholders was $43.6 million compared to $112.1 million in the second quarter of 2020. The decrease was primarily due to decreases in securities principal transactions and carried interest allocations.

Non-GAAP Financial Measures

Throughout this press release, the Company presents supplemental financial measures that are not prepared in accordance with US GAAP. These non-GAAP financial measures include (i) Pre-tax Economic Income (Loss), (ii) Economic Income (Loss), (iii) Economic Operating Income (Loss), (iv) Economic Proceeds and related components, (v) Net Economic Proceeds and related components, (vi) Economic Expenses and related components and (vii) related per share measures. The Company believes that these non-GAAP financial measures, viewed in addition to, and not in lieu of, the Companys reported US GAAP results, provide useful information to investors and analysts regarding its performance and overall results of operations as it presents investors and analysts with a supplemental operating view of the Companys financials to help better inform their analysis of the Companys performance.

These Non-GAAP financial measures are an integral part of the Companys internal reporting to measure the performance of its business segments, allocate capital and other strategic decisions as well as assess the overall effectiveness of senior management. The Company believes that presenting these non-GAAP measures may provide expanded transparency into the Companys business operations, growth opportunities and expense allocation decisions.

The Companys primary non-GAAP financial measures of profit or loss are Pre-tax Economic Income (Loss), Economic Income (Loss) and Economic Operating Income (Loss). Pre-tax Economic Income (Loss) is a pre-tax measure which (i) includes management reclassifications which the Company believes provides additional insight on the performance of the Companys core businesses and divisions; (ii) eliminates the impact of consolidation for Consolidated Funds; and excludes (iii) goodwill and intangible impairment, (iv) certain other transaction-related adjustments and/or reorganization expenses, as well as (v) certain costs associated with debt. Economic Income (Loss) is a similar measure, but after tax, which includes the Companys income tax expense or benefit [calculated on Pre-tax Economic Income (Loss)] once all currently available net operating losses have been utilized (this occurred during tax year 2020) and is presented after preferred dividends. Economic Operating Income (Loss) is a similar measure to Economic Income (Loss), but before depreciation and amortization expenses. The Company believes that these non-GAAP financial measures provide analysts and investors transparency into the measures of profit and loss management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Additionally, the measures provide investors and analysts with additional insight into the activities of the Companys core businesses, taking into account, among other things, the impact of minority investment stakes, securities borrowing and lending activities and expenses from investment banking activities on US GAAP reported results. The Company presents Pre-tax Economic Income (Loss) in addition to Economic Income (Loss) and Economic Operating Income (Loss) to provide insight to investors and analysts on how the Company manages its tax position over time.

In addition to Pre-tax Economic Income (Loss), Economic Income (Loss) and Economic Operating Income (Loss), the Company also presents Economic Proceeds, Net Economic Proceeds, Economic Expenses, as well as their related components. These measures include management reclassifications and the elimination of the impact of the consolidation for Consolidated funds as described above. These adjustments are meant to provide comparability to our peers as well as to provide investors and analysts with transparency into how the Company manages its operating businesses and how analysts and investors review and analyze the Companys and its peers similar lines of businesses. For example, among others, within the Companys Op Co business segment, investors and analysts typically review and analyze the performance of investment banking revenues net of underwriting expenses and excluding the impact of reimbursable expenses. Additionally, the performance of the Companys Markets business is typically analyzed as a unit incorporating commissions, interest from securities financing transactions and gains and losses from proprietary and facilitation trading. The Companys investment management business performance is analyzed and reviewed by investors and analysts through investment income, incentive income and management fees. The presentation of Economic Proceeds, Net Economic Proceeds, Economic Expenses as well as their related components align with these and other examples of how the Companys business activities and performance are reviewed by analysts and investors in addition to providing simplification related to legacy businesses and investments for which the Company maintains long-term monetization strategies . Additionally, the Company manages its operating businesses to an Economic Compensation-to-Proceeds ratio. Presentation of Economic Compensation Expense and Economic Proceeds provides transparency in addition to the Companys US GAAP Compensation Expense.

Reconciliations to comparable US GAAP measures are presented along with the Companys Non-GAAP financial measures. The non-GAAP measures presented herein may not be comparable to similarly titled measures presented by other public companies and are not identical to corresponding measures used in our various agreements or public filings.

These Non-GAAP measures should not be considered in isolation or as a substitute for revenue, expenses, income (loss) before income taxes, net income, operating cash flows, investing and financing activities, or other income or cash flow statement data prepared in accordance with US GAAP. As a result of the adjustments made to arrive at these Non-GAAP measures described below, these Non-GAAP measures have limitations in that they do not take into account certain items included or excluded under US GAAP, including its consolidated funds.

Economic Proceeds

Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020(Dollar amounts in Op Co Asset Co Total Op Co Asset Co Total Op Co Asset Total Op Co Asset Co Totalthousands) CoEconomic Proceeds Investment banking $ 214,427 $ ? $ 214,427 $ 190,429 $ ? $ 190,429 $ 507,914 $ ? $ 507,914 $ 289,627 $ ? $ 289,627 Brokerage 175,845 ? 175,845 167,067 ? 167,067 397,692 ? 397,692 299,739 ? 299,739 Management fees 17,825 299 18,124 14,234 168 14,402 44,709 616 45,325 27,351 372 27,723 Incentive income (31,566 ) 514 (31,052 ) 45,392 983 46,375 78,359 (701 ) 77,658 43,449 (1,161 ) 42,288 Investment income (loss) 5,595 (117 ) 5,478 142,379 (1,893 ) 140,486 37,514 2,973 40,487 122,931 (13,548 ) 109,383 Other economic proceeds 7,307 ? 7,307 (62 ) 2 (60 ) 8,471 (1 ) 8,470 498 2 500 Total: Economic Proceeds 389,433 696 390,129 559,439 (740 ) 558,699 1,074,659 2,887 1,077,546 783,595 (14,335 ) 769,260 Economic Interest 7,423 1,174 8,597 6,102 1,469 7,571 13,366 2,261 15,627 12,445 2,904 15,349 ExpenseNet Economic Proceeds $ 382,010 $ (478 ) $ 381,532 $ 553,337 $ (2,209 ) $ 551,128 $ 1,061,293 $ 626 $ 1,061,919 $ 771,150 $ (17,239 ) $ 753,911

Economic Proceeds were $390.1 million versus $558.7 million in the second quarter of 2020, a decrease of 30%.

Investment Banking Economic Proceeds were $214.4 million, up 13% versus the prior-year period, driven by increased capital markets advisory revenue and higher-fee M&A transactions.

Brokerage Economic Proceeds of $175.8 million were up 5% versus the prior-year period, driven by strength in cash trading, non-US execution, special situations, prime services and securities finance.

Management Fees Economic Proceeds rose 26% year-over-year to $18.1 million in the second quarter, driven primarily by higher AUM in the sustainability and activist strategies.

Incentive Income Economic Proceeds were a loss of $31.1 million in the second quarter of 2021, down from $46.4 million in the prior-year period, primarily due to a quarterly mark-to-market on performance fees in the sustainability and healthcare investment strategies.

Investment Income Economic Proceeds posted income of $5.5 million, down from $140.5 million in the prior-year period. Second quarter 2020 investment income included a $129.8 million unrealized gain on the investment in Nikola.

Economic Expenses

Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020(Dollar amounts in Op Co Asset Co Total Op Co Asset Total Op Co Asset Co Total Op Co Asset Co Totalthousands) CoEconomic Expenses Compensation & Benefits $ 216,280 $ 4,133 $ 220,413 $ 304,644 $ 438 $ 305,082 $ 601,858 $ 6,951 $ 608,809 $ 429,650 $ 1,136 $ 430,786 Non-Compensation Expenses 87,811 53 87,864 75,572 109 75,681 177,226 (24 ) 177,202 156,203 263 156,466 Depreciation & 4,561 4 4,565 5,657 6 5,663 8,910 9 8,919 11,085 12 11,097 AmortizationNon-Controlling Interest 1,488 ? 1,488 1,739 ? 1,739 2,955 ? 2,955 3,479 ? 3,479 Total: Economic Expenses $ 310,140 $ 4,190 $ 314,330 $ 387,612 $ 553 $ 388,165 $ 790,949 $ 6,936 $ 797,885 $ 600,417 $ 1,411 $ 601,828

Economic Compensation Expenses were $220.4 million compared to $305.1 million in the second quarter of 2020. The decrease was due to lower revenues. The second quarter 2021 economic compensation-to-proceeds ratio was 56.5%, up from 54.6% in 2Q20.

Economic Non-compensation ExpensesSecond quarter 2021 fixed non-compensation expenses were up $7.0 million from the prior-year period at $41.9 million. Variable non-compensation expenses were $46.0 million, up from $40.8 million in the second quarter of 2020. The increase is related in part to higher brokerage and trade execution costs due to increased volumes as well as higher professional fees and increased travel, entertainment and business development expenses.

Economic Depreciation and Amortization Expenses were $4.6 million compared to $5.7 million in the second quarter of 2020. The decrease was due to certain intangibles which were fully amortized during 2020.

Economic Income and Economic Operating Income

Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020(Dollar amounts in Op Co Asset Co Total Op Co Asset Co Total Op Co Asset Co Total Op Co Asset Co Totalthousands)Pre-tax Economic Income $ 71,870 $ (4,668 ) $ 67,202 $ 165,725 $ (2,762 ) $ 162,963 $ 270,344 $ (6,310 ) $ 264,034 $ 170,733 $ (18,650 ) $ 152,083 (Loss)Economic income tax 19,261 (1,251 ) 18,010 ? ? ? 72,451 (1,691 ) 70,760 ? ? ? expense *Preferred dividends 1,460 238 1,698 1,387 311 1,698 2,887 509 3,396 2,745 651 3,396 Economic Income (Loss) * $ 51,149 $ (3,655 ) $ 47,494 $ 164,338 $ (3,073 ) $ 161,265 195,006 (5,128 ) 189,878 167,988 (19,301 ) 148,687 Add back: Depreciationand amortization expense, 3,339 3 3,342 5,657 6 5,663 6,522 6 6,528 11,085 12 11,097 net of taxesEconomic Operating Income $ 54,488 $ (3,652 ) $ 50,836 $ 169,995 $ (3,067 ) $ 166,928 $ 201,528 $ (5,122 ) $ 196,406 $ 179,073 $ (19,289 ) $ 159,784 (Loss) Economic Income per $ 1.51 $ (0.11 ) $ 1.40 $ 5.61 $ (0.10 ) $ 5.50 $ 5.79 $ (0.15 ) $ 5.63 $ 5.67 $ (0.65 ) $ 5.02 common shareEconomic Operating Income $ 1.61 $ (0.11 ) $ 1.50 $ 5.80 $ (0.10 ) $ 5.69 $ 5.98 $ (0.15 ) $ 5.83 $ 6.04 $ (0.65 ) $ 5.40 per common share

* Economic Income (Loss) is presented net of associated taxes starting in the first quarter of 2021. The Company has utilized all available federal net operating losses not subject to limitation during 2020.

The following tables reconcile total US GAAP Revenues and Other Income (Loss) to total Economic Proceeds for the three and six months ended June 30, 2021 and 2020:

For the threemonths ended June Investment Investment Management Incentive Interest Reinsurance Other Consolidated Other30, 2021 Banking Brokerage Income Fees Income and premiums revenues Funds Income Total(Dollar amounts in Dividends Revenues (Loss)thousands)Total US GAAPRevenues and Other $ 224,981 $ 139,060 $ 3,160 $ 14,995 $ 169 $ 62,173 $ 11,493 $ 2,031 $ 695 $ 6,730 $ 465,487 Income (Loss)ManagementPresentation Reclassifications:Underwriting a (6,152 ) ? ? ? ? ? ? ? ? ? (6,152 )expensesReimbursable b (4,402 ) ? ? ? ? ? ? (295 ) ? ? (4,697 )client expensesSecuritiesfinancing interest c ? 6,132 ? ? ? (48,854 ) ? ? ? ? (42,722 )expenseFund start-upcosts, d ? (107 ) ? (449 ) ? ? ? (666 ) ? ? (1,222 )distribution andother feesCertain equity e ? ? ? 3,523 4,358 ? ? ? ? (5,894 ) 1,987 method investmentsCarried interest f ? ? 35,530 ? (35,686 ) ? ? ? ? ? (156 )Proprietarytrading, interest g ? 10,245 (32,710 ) ? 275 (2,262 ) ? (34 ) ? 10,616 (13,870 )and dividendsInsurance relatedactivities h ? ? ? ? ? ? (11,493 ) 6,271 ? 1 (5,221 )expensesFacilitationtrading gains and i ? 20,515 (1,554 ) ? ? (11,057 ) ? ? ? (11,453 ) (3,549 )lossesTotal ManagementPresentation (10,554 ) 36,785 1,266 3,074 (31,053 ) (62,173 ) (11,493 ) 5,276 ? (6,730 ) (75,602 )Reclassifications:Fund Consolidated l ? ? 1,052 55 (168 ) ? ? ? (695 ) ? 244 ReclassificationsTotal Economic $ 214,427 $ 175,845 $ 5,478 $ 18,124 $ (31,052 ) $ ? $ ? $ 7,307 $ ? $ ? $ 390,129 Proceeds

For the threemonths ended June Investment Investment Management Incentive Interest Reinsurance Other Consolidated Other30, 2020 Banking Brokerage Income Fees Income and premiums revenues Funds Income Total(Dollar amounts in Dividends Revenues (Loss)thousands)Total US GAAPRevenues and Other $ 203,982 $ 130,209 $ 207,439 $ 11,653 $ ? $ 47,918 $ 5,967 $ 1,286 $ 37,730 $ 6,528 $ 652,712 Income (Loss)ManagementPresentation Reclassifications:Underwriting a (8,871 ) ? ? ? ? ? ? ? ? ? (8,871 )expensesReimbursable b (4,682 ) ? ? ? ? ? ? (271 ) ? ? (4,953 )client expensesSecuritiesfinancing interest c ? 4,939 ? ? ? (40,517 ) ? ? ? ? (35,578 )expenseFund start-upcosts, d ? ? ? (800 ) ? ? ? (259 ) ? ? (1,059 )distribution andother feesCertain equity e ? ? ? 2,914 8,365 ? ? ? ? (9,390 ) 1,889 method investmentsCarried interest f ? ? (38,277 ) ? 38,010 ? ? ? ? ? (267 )Proprietarytrading, interest g ? 22,351 (28,102 ) ? ? (2,919 ) ? (364 ) ? 2,862 (6,172 )and dividendsInsurance relatedactivities h ? ? ? ? ? ? (5,967 ) (459 ) ? ? (6,426 )expensesFacilitationtrading gains and i ? 9,568 (6,067 ) ? ? (4,482 ) ? ? ? ? (981 )lossesTotal ManagementPresentation (13,553 ) 36,858 (72,446 ) 2,114 46,375 (47,918 ) (5,967 ) (1,353 ) ? (6,528 ) (62,418 )Reclassifications:Fund Consolidated l ? ? 5,493 635 ? ? ? 7 (37,730 ) ? (31,595 )ReclassificationsTotal Economic $ 190,429 $ 167,067 $ 140,486 $ 14,402 $ 46,375 $ ? $ ? $ (60 ) $ ? $ ? $ 558,699 Proceeds

For the six monthsended June 30, Investment Investment Management Incentive Interest and Reinsurance Other Consolidated Other2021 Banking Brokerage Income Fees Income Dividends premiums revenues Funds Income Total(Dollar amounts in Revenues (Loss)thousands)Total US GAAPRevenues and Other $ 529,815 $ 312,797 $ 179,297 $ 40,737 $ 2,427 $ 121,561 $ 18,610 $ 3,690 $ (2,652 ) $ 18,692 $ 1,224,974 Income (Loss)ManagementPresentation Reclassifications:Underwriting a (13,067 ) ? ? ? ? ? ? ? ? ? (13,067 )expensesReimbursable b (8,834 ) ? ? ? ? ? ? (583 ) ? ? (9,417 )client expensesSecuritiesfinancing interest c ? 7,566 ? ? ? (90,655 ) ? ? ? ? (83,089 )expenseFund start-upcosts, d ? (266 ) ? (4,523 ) ? ? ? (1,305 ) ? ? (6,094 )distribution andother feesCertain equity e ? ? ? 7,003 13,999 ? ? ? ? (16,723 ) 4,279 method investmentsCarried interest f ? ? (61,239 ) ? 61,353 ? ? ? ? ? 114 Proprietarytrading gains and g ? 26,347 (65,436 ) ? (51 ) (6,358 ) ? (271 ) ? 21,766 (24,003 )lossesInsurance relatedactivities h ? ? ? 1 ? ? (18,610 ) 6,939 ? ? (11,670 )expensesFacilitationtrading gains and i ? 51,248 (10,522 ) ? ? (24,548 ) ? ? ? (24,418 ) (8,240 )lossesTotal ManagementPresentation (21,901 ) 84,895 (137,197 ) 2,481 75,301 (121,561 ) (18,610 ) 4,780 ? (19,375 ) (151,187 )Reclassifications:Fund Consolidated l ? ? (1,613 ) 2,107 (70 ) ? ? ? 2,652 ? 3,076 ReclassificationsIncome Statement AdjustmentsBargain purchase n ? ? ? ? ? ? ? ? ? (3,855 ) (3,855 )gainDebt p ? ? ? ? ? ? ? ? ? 4,538 4,538 extinguishmentTotal IncomeStatement ? ? ? ? ? ? ? ? ? 683 $ 683 Adjustments:Total Economic $ 507,914 $ 397,692 $ 40,487 $ 45,325 $ 77,658 $ ? $ ? $ 8,470 $ ? $ ? $ 1,077,546 Proceeds

For the six monthsended June 30, Investment Investment Management Incentive Interest Reinsurance Other Consolidated Other2020 Banking Brokerage Income Fees Income and premiums revenues Funds Revenues Income Total(Dollar amounts in Dividends (Loss)thousands)Total US GAAPRevenues and Other $ 309,010 $ 271,586 $ 162,032 $ 23,257 $ ? $ 89,995 $ 16,438 $ 2,868 $ (32,279 ) $ 6,466 $ 849,373 Income (Loss)ManagementPresentation Reclassifications:Underwriting a (12,511 ) ? ? ? ? ? ? ? ? ? (12,511 )expensesReimbursable b (6,872 ) ? ? ? ? ? ? (558 ) ? ? (7,430 )client expensesSecuritiesfinancing interest c ? 10,222 ? ? ? (67,707 ) ? ? ? ? (57,485 )expenseFund start-upcosts, d ? ? ? (2,810 ) ? ? ? (520 ) ? ? (3,330 )distribution andother feesCertain equity e ? ? ? 5,964 14,965 ? ? ? ? (17,303 ) 3,626 method investmentsCarried interest f ? ? (27,192 ) ? 27,323 ? ? ? ? ? 131 Proprietarytrading gains and g ? 25,495 (36,202 ) ? ? (10,829 ) ? (897 ) ? 10,837 (11,596 )lossesInsurance relatedactivities h ? ? ? ? ? ? (16,438 ) (425 ) ? ? (16,863 )expensesFacilitationtrading gains and i ? (7,564 ) 16,361 ? ? (11,459 ) ? ? ? ? (2,662 )lossesTotal ManagementPresentation (19,383 ) 28,153 (47,033 ) 3,154 42,288 (89,995 ) (16,438 ) (2,400 ) ? (6,466 ) (108,120 )Reclassifications:Fund Consolidated l ? ? (5,616 ) 1,312 ? ? ? 32 32,279 ? 28,007 ReclassificationsTotal Economic $ 289,627 $ 299,739 $ 109,383 $ 27,723 $ 42,288 $ ? $ ? $ 500 $ ? $ ? $ 769,260 Proceeds

The following table reconciles total US GAAP interest and dividends expense to total Economic Interest Expense for the three and six months ended June 30, 2021 and 2020:

Three Months Ended June 30, Six Months Ended June 30,(Dollar amounts in 2021 2020 2021 2020thousands)Total US GAAPInterest & $ 63,073 $ 49,304 $ 120,714 $ 88,096 Dividend ExpenseManagementPresentation Reclassifications:Securitiesfinancing interest c (42,722 ) (35,578 ) (83,089 ) (57,485 ) expenseFund start-upcosts, d (628 ) ? (1,171 ) ? distribution andother feesProprietarytrading gains and g (1,248 ) (4,043 ) (5,486 ) (10,358 ) lossesFacilitationtrading gains and i (3,549 ) (981 ) (8,240 ) (2,662 ) lossesTotal ManagementPresentation (48,147 ) (40,602 ) (97,986 ) (70,505 ) Reclassifications:Income Statement Adjustments:Accelerated debt p (5,557 ) ? (5,557 ) ? costsAmortization ofdiscount/(premium) m (772 ) (1,131 ) (1,544 ) (2,242 ) on debtTotal IncomeStatement (6,329 ) (1,131 ) (7,101 ) (2,242 ) Adjustments:Total Economic $ 8,597 $ 7,571 $ 15,627 $ 15,349 Interest Expense

The following tables reconcile total US GAAP Expenses and non-controlling interests to total Economic Expenses for the three and six months ended June 30, 2021 and 2020:

Three Months Ended June 30, 2021 Three Months Ended June 30, 2020 Net income Net income (loss) (loss) Non-compensation attributable to Non-compensation attributable to(Dollar amounts in Employee US GAAP Expenses non-controlling Employee US GAAP Expenses non-controllingthousands) Compensation (including interests in Total Compensation (including interests in Total and Benefits Depreciation and consolidated and Benefits Depreciation and consolidated Amortization) subsidiaries Amortization) subsidiaries and investment and investment funds fundsTotal US GAAP $ 219,186 $ 113,906 $ 13,755 $ 346,847 $ 305,282 $ 106,246 $ 33,113 $ 444,641 ManagementPresentation ? Reclassifications:Underwriting a ? (6,152 ) ? (6,152 ) ? (8,871 ) ? (8,871 )expensesReimbursable b ? (4,697 ) ? (4,697 ) ? (4,953 ) ? (4,953 )client expensesSecuritiesfinancing interest c ? ? ? ? ? ? ? ? expenseFund start-upcosts, d ? (594 ) ? (594 ) ? (1,059 ) ? (1,059 )distribution andother feesCertain equity e ? 1,987 ? 1,987 ? 1,889 ? 1,889 method investmentsCarried interest f ? (156 ) ? (156 ) ? (267 ) ? (267 )Proprietarytrading gains and g ? 1,501 (14,123 ) (12,622 ) ? 974 (3,103 ) (2,129 )lossesInsurance relatedactivities h ? (5,221 ) ? (5,221 ) ? (6,426 ) ? (6,426 )expensesFacilitationtrading gains and i ? ? ? ? ? ? ? ? lossesAssociated partner/banker j 1,574 (1,574 ) ? ? 140 (140 ) ? ? compensationManagement companynon-Controlling k (347 ) (1,141 ) 1,488 ? (340 ) (1,399 ) 1,739 ? interestTotal ManagementPresentation 1,227 (16,047 ) (12,635 ) (27,455 ) (200 ) (20,252 ) (1,364 ) (21,816 )Reclassifications:Fund Consolidated l ? (124 ) 368 244 ? (1,585 ) (30,010 ) (31,595 )ReclassificationsIncome Statement Adjustments:Acquisitionrelated n ? (76 ) ? (76 ) ? 76 ? 76 adjustmentsContingentliability n ? (5,230 ) ? (5,230 ) ? (2,596 ) ? (2,596 )adjustmentsGoodwill and/or r ? ? ? ? ? (545 ) ? (545 )other impairmentTotal IncomeStatement ? (5,306 ) ? (5,306 ) ? (3,065 ) ? (3,065 )Adjustments:Total Economic $ 220,413 $ 92,429 $ 1,488 $ 314,330 $ 305,082 $ 81,344 $ 1,739 $ 388,165 Expenses

Six Months Ended June 30, 2021 Six Months Ended June 30, 2020 Net income Net income (loss) (loss) Non-compensation attributable to Non-compensation attributable to(Dollar amounts in Employee US GAAP Expenses non-controlling Employee US GAAP Expenses non-controllingthousands) Compensation (including interests in Total Compensation (including interests in Total and Benefits Depreciation and consolidated and Benefits Depreciation and consolidated Amortization) subsidiaries Amortization) subsidiaries and investment and investment funds fundsTotal US GAAP $ 607,382 $ 221,062 $ 18,317 $ 846,761 $ 429,710 $ 212,971 $ (29,075 ) $ 613,606 ManagementPresentation Reclassifications:Underwriting a ? (13,067 ) ? (13,067 ) ? (12,511 ) ? (12,511 )expensesReimbursable b ? (9,417 ) ? (9,417 ) ? (7,430 ) ? (7,430 )client expensesFund start-upcosts, d ? (4,923 ) ? (4,923 ) ? (3,330 ) ? (3,330 )distribution andother feesCertain equity e ? 4,279 ? 4,279 ? 3,626 ? 3,626 method investmentsCarried interest f ? 114 ? 114 ? 131 ? 131 Proprietarytrading gains and g ? 3,271 (21,788 ) (18,517 ) ? 1,993 (3,231 ) (1,238 )lossesInsurance relatedactivities h ? (11,670 ) ? (11,670 ) ? (16,863 ) ? (16,863 )expensesAssociated partner/banker j 2,122 (2,122 ) ? ? 1,764 (1,764 ) ? ? compensationManagement companynon-Controlling k (695 ) (2,260 ) 2,955 ? (688 ) (2,791 ) 3,479 ? interestTotal ManagementPresentation 1,427 (35,795 ) (18,833 ) (53,201 ) 1,076 (38,939 ) 248 (37,615 )Reclassifications:Fund Consolidated l ? (395 ) 3,471 3,076 ? (4,299 ) 32,306 28,007 ReclassificationsIncome Statement Adjustments:Acquisition n ? (317 ) ? (317 ) ? 133 ? 133 related amountsContingentliability n ? 1,566 ? 1,566 ? (1,758 ) ? (1,758 )adjustmentsGoodwill and/or r ? ? ? ? ? (545 ) ? (545 )other impairmentTotal IncomeStatement ? 1,249 ? 1,249 ? (2,170 ) ? (2,170 )Adjustments:Total Economic $ 608,809 $ 186,121 $ 2,955 $ 797,885 $ 430,786 $ 167,563 $ 3,479 $ 601,828 Expenses

The following table reconciles US GAAP Net Income (loss) Attributable to Cowen Inc. Common Stockholders to Pre-tax Economic Income (Loss), Economic Income (loss) and Economic Operating Income (loss):

Three Months Ended June 30, Six Months Ended June 30,(Dollar amounts 2021 2020 2021 2020in thousands) US GAAP Netincome (loss)attributable to $ 43,625 $ 112,137 $ 189,431 $ 100,516 Cowen Inc.commonstockholdersIncome Statement Adjustments:US GAAP Incometax expense o 10,244 44,932 64,672 43,759 (benefit)Amortization ofdiscount m 772 1,131 1,544 2,242 (premium) ondebtGoodwill and/or r ? 545 ? 545 other impairmentDebtextinguishmentgain (loss) and/ p 5,557 ? 10,095 ? or accelerateddebt costsBargain purchase n ? ? (3,855 ) ? gainContingentliability n 5,230 2,596 (1,566 ) 1,758 adjustmentsAcquisition n 76 (76 ) 317 (133 ) related amountsPreferred q 1,698 1,698 3,396 3,396 dividendsPre-tax Economic 67,202 162,963 264,034 152,083 Income (Loss)Economic income (18,010 ) ? (70,760 ) ? tax expensePreferred (1,698 ) (1,698 ) (3,396 ) (3,396 ) dividendsEconomic Income 47,494 161,265 189,878 148,687 (Loss)Add back:Depreciation andamortization 3,342 5,663 6,528 11,097 expense, net oftaxesEconomicOperating Income $ 50,836 $ 166,928 $ 196,406 $ 159,784 (Loss)

The following table reconciles US GAAP Net Income (loss) Attributable to Cowen Inc. Common Stockholders Earnings Per Common Share (Diluted) to Pre-tax Economic Income (loss) Per Common Share (Diluted), Economic Income (loss) Per Common Share (Diluted) and Economic Operating Income (loss) Per Common Share (Diluted):

Three Months Ended June Six Months Ended June 30, 30,(Dollars per share) 2021 2020 2021 2020 US GAAP Net income (loss)attributable to Cowen Inc. $ 1.29 $ 3.83 $ 5.62 $ 3.39 common stockholdersIncome Statement Adjustments:US GAAP Income tax expense o 0.30 1.53 1.92 1.48 (benefit)Amortization of discount m 0.02 0.04 0.05 0.08 (premium) on debtGoodwill and/or other r ? 0.02 ? 0.02 impairmentDebt extinguishment gain(loss) and accelerated debt p 0.16 ? 0.30 ? costsBargain purchase gain n ? ? (0.11 ) ? Contingent liability n 0.15 0.09 (0.05 ) 0.05 adjustmentsAcquisition related amounts n ? ? 0.01 ? Preferred dividends q 0.05 0.06 0.10 0.11 Pre-tax Economic Income(Loss) per common share 1.98 5.56 7.83 5.13 (diluted)Economic income tax expense (0.53 ) ? (2.10 ) ? Preferred dividends (0.05 ) (0.06 ) (0.10 ) (0.11 ) Economic income (Loss) per 1.40 5.50 5.63 5.02 common share (diluted)Add back: Depreciation andamortization expense, net 0.10 0.19 0.20 0.38 of taxesEconomic Operating Income(Loss) per common share $ 1.50 $ 5.69 $ 5.83 $ 5.40 (diluted)

Note: Amounts may not add due to rounding.

Adjustments made to US GAAP Net Income (Loss) to arrive at Economic Operating Income (Loss)

Management Reclassifications Management reclassification adjustments and fund consolidation reclassification adjustments have no effect on Economic Operating Income (Loss). These adjustments are reclassifications to change the location of certain line items.a Underwriting expenses: Economic Proceeds presents investment banking revenues net of underwriting expenses. Reimbursable client expenses: Economic Proceeds presents expenses reimbursedb from clients and affiliates within their respective expense category but is included as a part of revenues under US GAAP. Securities financing interest expense: Brokerage Economic Proceeds includedc net securities borrowed and securities loaned activities which are shown gross in interest income and interest expense for US GAAP. Fund start-up costs, distribution and other fees: Economic Proceeds andd Economic Interest Expense are net of fund start-up costs and distribution fees paid to agents and other debt service costs. Certain equity method investments: Economic Proceeds and Economic Expenses recognize the Company's proportionate share of management and incentive fees and associated share of expenses on a gross basis for equity methode investments within the activist business, real estate operating entities and the healthcare royalty business. The Company applies the equity method of accounting to these entities and accordingly the results from these businesses are recorded within Other Income (Loss) for US GAAP. Carried interest: The Company applies an equity ownership model to carriedf interest which is recorded in Investment income - Carried interest allocation for US GAAP. The Company presents carried interest as Incentive Income Economic Proceeds. Proprietary trading, interest and dividends: Economic Proceeds presentsg interest and dividends from the Company's proprietary trading in investment income. Insurance related activities expenses: Economic Proceeds presentsh underwriting income from the Company's insurance related activities, net of expenses, within other revenue. The costs are recorded within expenses for US GAAP reporting. Facilitation trading gains and losses: Economic Brokerage Proceeds presents gains and losses on investments held as part of the Company's facilitationi and trading business within brokerage revenues as these investments are directly related to the markets business activities while these are presented in Investment income - Securities principal transactions, net for US GAAP reporting. Associated partner/banker compensation reclassification: Economicj Compensation Expense presents certain payments to associated banking partners as compensation rather than non-compensation expenses. Management company non-controlling interest: Economic Expensesk non-controlling interest represents only operating entities that are not wholly owned by the Company. The Company also presents non-controlling interests within total expenses for Economic Income (Loss).Fund Consolidation Reclassifications The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustmentsl to reconcile to US GAAP Net Income (Loss) included elimination of incentive income and management fees earned from the Consolidated Funds and addition of investment fund expenses excluding management fees paid, investment fund revenues and investment income (loss).Income Statement Adjustmentsm Pre-tax Economic Income (Loss) excludes the amortization of discount (premium) on debt.n Pre-tax Economic Income (Loss) excludes acquisition related adjustments (including bargain purchase gain and contingent liability adjustments).o Pre-tax Economic Income (Loss) excludes US GAAP income taxes.p Pre-tax Economic Income (Loss) excludes gain/(loss) on debt extinguishment and accelerated debt costs.q Pre-tax Economic income (Loss) excludes preferred dividends.r Economic Income (Loss) excludes goodwill and other impairments.

Earnings Conference Call

Management will hold a conference call today, July 28, 2021, at 9:00 am ET to discuss these results and provide an update on business conditions.

Chair and Chief Executive Officer Jeffrey M. Solomon and Chief Financial Officer Stephen A. Lasota will host the presentation, followed by a question and answer period.

U.S. dial in: (855) 760-0961International dial-in: (631) 485-4850Passcode: 3633779

Please call the conference telephone number at least 15 minutes prior to the start time.

The call can also be accessed through live audio webcast via this direct link: https://edge.media-server.com/mmc/p/r826mdgi

A replay of the call will be available for one week beginning at 12:00 pm ET on July 28, 2021 on the Companys website at investor.cowen.com/investor-calls or via the following numbers:

U.S. replay dial-in: (855) 859-2056International replay dial-in (404) 537-3406Replay ID: 3633779

About Cowen Inc. Cowen Inc.(Cowen or the Company) is a diversified financial services firm offering investment banking services, research, sales and trading, prime brokerage, global clearing, commission management services and investment management. Cowen focuses on delivering value-added capabilities to our clients in order to help them outperform. Founded in 1918, the Company is headquartered inNew Yorkand has offices worldwide. Learn more atCowen.com

Investor Relations Contact:JT Farley(646) 562-1056james.farley@cowen.comSource: Cowen Inc.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements provide the Companys current expectations or forecasts of future events. Forward-looking statements include statements about the Companys expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. As a result of the spread of COVID-19, economic uncertainties have arisen that have the potential in future periods to negatively impact the Companys business, financial condition, results of operation, cash flows, strategies and prospects. The extent of the impact of COVID-19 on the Companys operational and financial performance will depend on certain developments, including the duration and spread of the outbreak and impact on our clients, employees, vendors and the markets in which we operate our businesses, all of which are uncertain and cannot be reasonably estimated at this time. The Companys actual results could differ materially from those anticipated in forward-looking statements for many reasons, including the factors described in the sections entitled Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations in the Companys Annual Report on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission. The Annual Report on Form 10-K and Quarterly Reports on Form 10-Q are available at our website at www.cowen.com and at the Securities and Exchange Commission website at www.sec.gov. Unless required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statement to reflect circumstances or events after the date of this press release.