INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen

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INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
INVESTOR PRESENTATION
7th Annual Liolios Gateway Conference

SEPTEMBER 5, 2018
Jeffrey M. Solomon, CEO
Stephen A. Lasota, CFO
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
Cautionary notice regarding forward-looking statements

This presentation contains forward-looking statements. Forward-looking statements provide the Company's current expectations or forecasts of future
events. Forward-looking statements include statements about the Company's 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. The
Company's actual results could differ materially from those anticipated in forward-looking statements for many reasons, including the factors described in
the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K and "Management's Discussion and Analysis of Financial Condition and
Results of Operations" in the Company's 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.

                                                                                                                                                         2
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
TABLE OF CONTENTS   1. INTRODUCTION          4

                    2. BUSINESS HIGHLIGHTS   12

                    3. FINANCIALS            20

                    4. APPENDIX              26

                                              3
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
1. INTRODUCTION
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
INTRODUCTION

Cowen: advising and connecting providers and users of capital to
help them consistently OutperformTM
• In an investment world increasingly occupied by passive, beta centric investing, we are dedicated to enabling our clients
  to outperform their peer groups

• We serve the needs of constituents who strive
  to outperform the “market average”
                                                                                        Impactful Deep Domain
 – Active portfolio managers, analysts and                                              Strategic  Knowledge
                                                                                         Advice
   traders on the sell side
 – Management teams, boards and companies                              High Quality
                                                                                                                 Proprietary
                                                                        Financing
                                                                       Transactions                               Content
 – Institutional and private clients seeking non-
                                                                         Scalable                                Independent
   correlated returns from alternative                                 Institutional                                 Trade
                                                                          Quality                                  Execution
   investments                                                           Platform

                                                                                        Innovative Value-added
                                                                                       Investment Tools and
                                                                                         Products    Insights

                                                                                                                               5
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
INTRODUCTION

Cowen by the numbers

   $1B+                                        6
   IN TOTAL                                    DISTINCT
   CAPITALIZATION                              ALTERNATIVE
                                               INVESTMENT
                                               STRATEGIES

   900+                                        121
   SECURITIES UNDER                            BANKING
   COVERAGE                                    TRANSACTIONS IN
                                               THE LAST 12 MONTHS

   11B                                         8,000
   SHARES TRADED BY                            CONFERENCE 1X1
   THE EQUITIES DESK                           MEETINGS IN 2017
   IN THE LAST 12
   MONTHS

Note: Last 12 months, June 5, 2017 through June 5, 2018

                                                                    6
INVESTOR PRESENTATION - 7th Annual Liolios Gateway Conference - Cowen
INTRODUCTION

Cowen: the advantage is in our culture

   WE INVEST IN OUR CLIENTS’ SUCCESS
                                                                            TENACIOUS
      VISION             EMPATHY                 SUSTAINABILITY
                                                                            TEAMWORK

 • Focus on            • Deep understanding      • 100 year history      • Leverage intellectual
   outperformance in     of clients’ needs                                 capital across the
   innovative ways                               • Solutions that pass     platform
                       • Match the solution        the test of time
                         with the circumstance                           • Aggressively pursue
                                                                           world-class outcomes

                                                                                                   7
INTRODUCTION

Positioned for long-term success
Management has transformed the business to meet evolving client needs

    MERGER                          REBUILD                        POSITION                   VALUE
                                                                                             CREATION
         (2009)                      (2009 - 2013)                      (2014 - 2017)             (2018 - )
• COWN and Ramius              • Initiatives to rebuild the    • Actions to position the   • New management
  combine, creating a            platform around core            platform for growth         establishes long-term
  diversified financial          capabilities                    organically and via         objectives
  services company                                               acquisition
                               • Economic income losses                                    • Implements framework
  focused on delivering
                                 narrow                        • Generates positive          philosophy for decisions
  outperformance for
                                                                 economic income             aimed at driving
  clients
                                                                                             shareholder returns

                                                                                                                     8
INTRODUCTION

Furthering Cowen’s position
Execution of these objectives are aimed at driving sustainable ROE over the long term

                                                                                            OUTCOME FOR
OBJECTIVES                                                                              SHAREHOLDER RETURNS

 • Scale businesses that will drive margin
                                                                                             INCREASED
 • Focus on opportunities with strong domain expertise                                    EARNINGS POWER
   (“Cowen DNA”)

 • Improve revenue diversification
                                                                                         GREATER OPERATING
 • Maintain and grow contribution from recurring revenue                                    CONSISTENCY
   businesses

 • Harmonize balance sheet activities with our operating businesses
                                                                                              LOWER
 • Implement philosophy that “balance sheets are meant to be seen, not                       VOLATILITY
   heard”

 • Simplify balance sheet by exiting non-core investments and non-core
   strategies                                                                                IMPROVED
                                                                                           TRANSPARENCY
 • Improve capital allocation processes

                                                                                                              9
INTRODUCTION

Our strategy to achieve these objectives
“Simpler, Fewer, Deeper” is a framework philosophy underlying our long-term objectives

                  1                                         2                                         3

               SIMPLER                                 FEWER                                     DEEPER

      Simplify the business in a                Eliminate or resize                      Go deep in our areas of
      manner that enables us to                 businesses as we focus our               strength to enhance margin
      select areas to press for                 efforts on businesses that               opportunity around core
      growth                                    will drive margin                        industry strengths

      Example:                                  Example:                                 Example:
      Adjusting capital allocation              Eliminated three capabilities            Launched private healthcare
      process such that our                     from investment                          strategy, which leverages
      balance sheet activities are              management platform in                   Cowen’s strength in healthcare
      in harmony with our                       2017 that were not salable               research and banking
      operating businesses                      and scalable

                                                                                                                          10
INTRODUCTION

Cowen: investment highlights

          WORLD CLASS, DATA DRIVEN
                                     Serves as the backbone of our cutting edge content creation engine
          INDEPENDENT RESEARCH

          SCALED, MARKET-LEADING
                                     Taking share from competitors
          EQUITIES PLATFORM

          INVESTMENT                 Provides opportunities for growth and margin expansion through
          BANKING EXCELLENCE         organic growth and acquisition

          REPOSITIONING
                                     Offers potential for operating improvement
          INVESTMENT MANAGEMENT

         IMPROVING
                                     Management and new strategy focused on driving ROE for shareholders
         FINANCIAL RESULTS

         ATTRACTIVE VALUATION        COWN trades at a significant discount to peers

                                                                                                           11
2. BUSINESS HIGHLIGHTS
BUSINESS HIGHLIGHTS

Investment banking: leader in financings, growing advisory
Multi-year effort to diversify our mix towards higher margin activities while we press on our ECM strengths

                                                                  GROWING EQUITY UNDERWRITING AND ADVISORY REVENUE
• Market leader in financing and advising
  biopharmaceutical companies
  – Management expects these areas to continue to grow                             $223M                    $224M
    for the foreseeable future
                                                                                     $24                      $42

                                                                       $170M                                            $174M
• Expanding footprint in merger advisory
  – 2017 was a record year                                                                                                $29
  – Growing organically and through acquisition                                                 $133M
                                                                         $15

                                                                                                 $27
• Key industry verticals experiencing growth, e.g.:
                                                                                    $192
  – Consumer                                                                                                  $181
  – Healthcare                                                                                                           $144
                                                                        $133
  – Industrials
                                                                                                $100
  – Technology

                                                                        2014        2015        2016          2017       1H'18
                                                                          Equity Underwriting    Advisory     Debt Underwriting

                                                                                                                                  13
BUSINESS HIGHLIGHTS

Investment banking: expanded platform yielding positive results

                                    2012   2017   1H2018
                                                           Favorable capital raising environment
 ECM revenue                        $47    $181     $144   and a focus on healthcare has been
                                                           beneficial to our strong ECM franchise
 Equity underwriting transaction     56    103        66
 count
  % of total IB revenue             66%    81%      83%

 Advisory revenue                   $10     $42      $29   Growing contribution

 Advisory transaction count           6     16        15
  % of total IB revenue             14%    19%      17%

 Healthcare                         $47    $162     $125   Driven by biotech ECM

  % of total IB revenue             66%    73%      72%
 Non-Healthcare                     $24     $61      $49   Growing on absolute dollar basis

  % of total IB revenue             34%    27%      28%

                                                           Product: ECM, DCM, M&A
 # Managing Directors (all IB/CM)    25     42        42   Industry: consumer, energy, healthcare,
                                                           industrials, info tech and technology

                                                                                                     14
BUSINESS HIGHLIGHTS

Research: deep commitment to being premier
3-8x readership of Cowen research vs. Street average(1)

• Research drives key investment themes across the platform

• One of the largest research franchises on the Street that has consistently invested in its platform
  – This is in contrast to a 10% decline in investment dollars for sell-side equity research on the Street overall(1)

• Well positioned to take share post MiFID II implementation

• World class conferences and corporate access create important network effect

RESEARCH PLATFORM: RICH AND DEEP

• About two-thirds of our equity research is                                                         PUBLISHING ANALYSTS                                                       EQUITY COVERAGE
  on stocks with a market capitalization                                                    Today                                                            55                           Basic Materials
                                                                                             2012                                27                                                             2%
  < $10 billion
                                                                                                                                                                                      Capital
• Equity coverage augmented by coverage                                                              SECURITIES UNDER COVERAGE                                                        Goods
                                                                                                                                                                                       15%        Healthcare
  of ~170 securities by our credit & cross-                                                 Today                                                           928                                     29%
                                                                                                                                                                              Consumer
  capital team                                                                               2012                              424                                              13%

                                                                                                                                                                                 Energy
• Deepest Washington research bench on                                                               S&P 500® COVERED                                                             14%
                                                                                                                                                                                                   TMT
                                                                                                                                                                                                   27%
  the Street(2)                                                                              Today                                                44%
                                                                                             2012                                27%

(1) Per Financial Times, 2/8/17
(2) Cowen Washington Research Group produces commentaries on political, economic or market conditions and is not intended as a research report as defined by applicable regulation.

                                                                                                                                                                                                               15
BUSINESS HIGHLIGHTS

Ahead of the Curve™: Cowen’s trademarked “white paper” series

                                                                 • Thoughtful, groundbreaking Ahead of the CurveTM reports
                                                                   are some of the most widely read collaborative research
                                                                   products

                                                                 • These reports focus on one of three scenarios:

                                                                    – A non-consensus idea (“99% of investors think one way,
                                                                      but we think differently”)

                                                                    – An investment controversy (“investors are split on a
                                                                      controversial topic – there is no consensus – and we wish
                                                                      to take a stand”)

                                                                    – When there is a topic investors need to focus on more
                                                                      deeply (that they have not fully understood to date) that
                                                                      will be a key driver of securities in a particular sector or of
                                                                      the broader market

                                                                 • Ahead of the Curve™ showcases Cowen’s unparalleled
                                                                   research depth and industry knowledge

BIOTECH   CLEANTECH   CONSUMER   CREDIT   DIGITAL HEALTH   E-COMMERCE   ENERGY   HEALTH CARE   INDUSTRIALS   TMT   TRANSPORTATION WASHINGTON

                                                                                                                                          16
BUSINESS HIGHLIGHTS

Markets: diversified, scaled and differentiated
Leading independent, non-conflicted trade execution platform

• Top independent, non conflicted trade execution                                                              COWEN IS A TOP TRADER OUTSIDE OF THE BULGE BRACKET
  and scaled research sales                                                                                    In million shares (1)

  – Offers clients meaningful advantages vs. larger                                                                              JEFFERIES                                           17,270

    and smaller competitors                                                                                                            RBC                                  10,755
  – Positive impact on client portfolio decisions                                                                                  COWEN                                    10,664

• Platform emphasizes:                                                                                                                 BTIG                         6,796
  – Cutting edge research                                                                                                 WELLS FARGO                               6,430
  – Exceptional algorithmic execution capability
                                                                                                                     RAYMOND JAMES                          3,942
  – Award winning prime services product
                                                                                                                                    STIFEL              3,498
  – Additional brokerage solutions
                                                                                                                                    BAIRD            2,210
• Growing market share
                                                                                                                 CANTOR FITZGERALD                  1,908
  – General consolidation of commissions to top
                                                                                                                        OPPENHEIMER                 1,739
    brokers such as Cowen who provide value in
    research and trading                                                                                                 PIPER JAFFRAY          1,468

                                                                                                                         WILLIAM BLAIR          1,181
• Well positioned for MiFID II and reallocation of
                                                                                                                           CANACCORD           804
  commission dollars
  – Clients have showed willingness to pay for                                                                                   NEEDHAM      283

    impactful research and liquidity

(1) Advertised Bloomberg volume as of July, 2018. Includes full service investment banks and non-research driven trading firms

                                                                                                                                                                                         17
BUSINESS HIGHLIGHTS

Markets: expanded platform furthers our relevance with clients
Since 2012, we have completed six acquisitions which significantly increased our offerings and market share

• Increased margin potential through:
  – Post-acquisition synergies
  – Scaling securities lending and clearing

                                              2012                                                 2018

                                 • Cash equities                 • Cash equities                          • Corporate securities
                                 • Electronic trading            • High yield & distressed bonds          • Options
        INSTITUTIONAL            • Options                       • Electronic trading                     • Leveraged loans
          BROKERAGE
                                                                 • Convertible bonds                      • Special situations
                                                                 • Program trading                        • Emerging markets

                                 • None                          • Prime services                         • Plan sponsor

        INSTITUTIONAL                                            • Securities finance                     • Commission
           SERVICES                                              • Global clearing                          management

                                    FY’12     $94                 FY’17    $313 MILLION                        1H’18    $227
                                  revenue                       revenue    (includes 7 months of             revenue
                                              MILLION                                                                   MILLION
                                                                           Convergex)

                                                                                                                                   18
BUSINESS HIGHLIGHTS

Investment management: business in transition
New product offerings to draw more closely upon the expertise and DNA of Cowen more broadly

• Refocusing business on differentiated products aligned with Cowen “DNA” relating to content and insight

• Eliminated non-core strategies that lack scale, exhibit higher volatility and have significant market directionality

• Identifying areas of distribution that are underserved by current market offerings

• Continuing to accelerate return of legacy assets under management while reducing cost base

                                         PRIVATE
                                                                      HEALTHCARE                                                                         LONG/SHORT
        CAPABILITY                     HEALTHCARE                                                   REAL ESTATE                      ACTIVISM   MERGER
                                                                       ROYALTIES                                                                           EQUITY
                                       INVESTMENTS

            TEAM

    PRIVATE EQUITY
                                                                                                        
      HEDGE FUND
                                                                                                                                                          
        MANAGED
        ACCOUNT                                                                                                                                         
            UCITS
                                                                                                                                                 
Note: Please see important additional information about the investment management business in the Appendix (page 28) of this presentation.

                                                                                                                                                                      19
3. FINANCIALS
FINANCIALS

Key statistics

   $15.25                                                                $23.37                 $452M
   NASDAQ GS: COWN                                                       Book Value Per Share   Market Cap
   as of August 28, 2018                                                 as of June 30, 2018    as of August 28, 2018

                                                                         $56.9M                 $1.45
   $841.5M
                                                                         Economic Operating     Economic Income Per
   Revenue (TTM)                                                                                Share (TTM)
   as of June 30, 2018                                                   Income (TTM)*          as of June 30, 2018
                                                                         as of June 30, 2018

*Economic Operating Income is Economic Income before depreciation and amortization

                                                                                                                        21
FINANCIALS

 Revenue growth across business lines
 Actions taken to rebuild and position the platform for long-term value creation
 ECONOMIC INCOME REVENUE : +16% CAGR SINCE 2011(1)
                                                                                                             “Position Period”                                  “Value Creation Period”

700.0                                                                                                                                         $666

600.0
                                                                                                      $530
                                                                                 $498
500.0                                                                                                                      $468                                       $476
                                   “Rebuild Period”
                                                                                                                                                                                          Other

400.0                                                       $344                                                                                                                          Investment Income

                                       $288                                                                                                                                               Incentive Income
                $270
300.0                                                                                                                                                                                     Management Fees
                                                                                                                                                                                          Markets

200.0                                                                                                                                                                                     Investment Banking

100.0

   -
                  2011                  2012                 2013                 2014                 2015                 2016               2017                    1H'18

           Added options and        Added electronic       Added sector       Added prime            Added credit         Added macro        Expanded depth in          Drive long-term value
           event capabilities       trading capabilities   expertise across   service capabilities   research & special   research           global execution and       creation
                                    (ATM)                  banking, markets   (Concept Capital,      situations trading   (Washington        new capabilities in
           Established                                     and research       Conifer Securities)    (CRT)                Research Group)    clearing and
           merger arbitrage                                (Dahlman Rose)                                                                    securities finance
           fund                                                               Launched global                             Added banking      (Convergex)
                                                                              macro strategy                              team from Morgan
                                                                                                                          Joseph             Eliminated three
                                                                                                                                             investment
                                                                                                                          Launched two       strategies
                                                                                                                          long/short
 (1) January 1, 2011 through June 30, 2018
                                                                                                                          strategies

                                                                                                                                                                                                         22
FINANCIALS

Improving financial performance
Positive returns on prior operating investments in both markets and banking

• Strong 2Q execution builds on record 1Q results to represent the Cowen’s best 1H’18 since inception

• Business highlights:
  – Record investment banking revenue, led by strong performance in equity financings and advisory
  – Research and markets franchises achieved positive market share gains
  – Shift in overall business mix and compensation and non compensation expense to revenue ratios vs. year ago period
    due to acquisition of Convergex in June 2017

• As of June 30, 2018, book value per share was $23.37 vs. $21.82 at December 31, 2017

                                                  FINANCIAL SUMMARY*
($ millions)                                                                         1H'18    1H'17
 GAAP
 Revenue                                                                             $486.0   $275.5
 Net income attributable to common stockholders                                       $18.9     $7.0
  Per share (diluted)                                                                 $0.62    $0.24

 Economic Income
 Economic income revenue                                                             $475.8   $300.5   +$29 million improvement in
 Economic operating income                                                            $51.7    $22.3   Economic Operating Income on a
 Economic income                                                                      $45.8    $17.0   revenue increase of $175 million
  Per share (diluted)                                                                 $1.50    $0.59

*Economic Operating Income is Economic Income before depreciation and amortization

                                                                                                                                          23
FINANCIALS

Well-capitalized balance sheet
Recent financings extended debt maturities by several years

                                                                                                                                  AS OF
                                                                                                                               JUNE 30, 2018

                                                          Total Assets                                                            $3.4 billion

                                                          Total Stockholders’ Equity                                           $793.2 million

                                                          Total Debt(1)                                                        $422.1 million

                                                          Total Capitalization                                                    $1.2 billion

                                                          Equity / Total Assets                                                         23%

                                                          Total Debt / Capital                                                          35%

(1) Comprised of $21 million of 3% convertible senior notes due 2019, $135 million of 3% convertible senior notes due 2022, $138 million of 7.35% senior notes due 2024 and a $28.2 million term loan

                                                                                                                                                                                                        24
FINANCIALS

Valuation and Trading

                                                          Revenue Mix                         Retail           Price     Diluted      EV / Revenue           P/E               Price /
Company                                  % Advisory       % Cap Mkts       % Brokerage        Y/N            08/27/18    Mkt Cap    CY2018    CY2019   CY2018   CY2019    BV             TBV

Jefferies Financial Group Inc.(a)                26%               34%              42%         N              $23.88    $7,960.3      2.0x     2.7x      6.6x    13.5x    0.8x           0.9x
JMP Group LLC                                    23                50               16          N                5.44       116.7      2.8      2.8      13.0     10.8     1.3            1.3
Oppenheimer Holdings Inc.                          4                8               35           Y              33.45       472.4      NA       NA        NA       NA      0.8            1.2
Piper Jaffray Companies                          49                24               17          N               78.15     1,185.4      1.8      1.6      13.1     11.0     1.5            1.8
Raymond James Financial, Inc.                      4                2               60           Y              92.91    13,230.9      1.7      1.5      13.5     11.8     2.2            2.5
Stifel Financial Corp.                           13                11               33           Y              55.25     3,934.2      1.6      1.5      10.6      9.8     1.4            2.3
                                                                                                                        Mean           2.0x     2.0x    11.4x     11.4x    1.3x           1.7x
                                                                                                                        Median         1.8      1.6     13.0      11.0     1.4            1.5

Cowen Inc.                                         7%              28%              50%         N              $15.65      $463.7      1.2x     1.2x      5.3x     4.8x    0.7x           0.8x

Source: Capital IQ as of August 27, 2018.
(a) Revenue mix only includes Jefferies reporting segment. All other metrics reflect consolidated company.

                                                                                                                                                                                               25
4. APPENDIX
APPENDIX

Management committee to drive change holistically
Shared responsibility for delivering value to shareholders
                                                                                 TENURE
 Jeffrey M. Solomon              CEO                         Cowen Inc.            24

 Daniel Charney                  Co-President                Cowen and Company     6

 Robert Fagin                    Director of Research        Cowen and Company     6

 Fred S. Fraenkel                Vice Chairman               Cowen Inc.            2

 Jane Gerhard                    Head of Human Resources     Cowen Inc.            14

 John Holmes                     COO                         Cowen Inc.            12

 Stephen A. Lasota               CFO                         Cowen Inc.            14

 Owen Littman                    General Counsel             Cowen Inc.            13

 Thomas W. Strauss               Vice Chairman               Cowen Inc.            21

 Larry Wieseneck                 Co-President                Cowen and Company
APPENDIX

Investment strategies: differentiated and proprietary

    INVESTMENT
     CAPABILITY                                                               STRATEGY                      FOUNDED                                               HIGHLIGHTS

                                                                 •   Activism                                   2002         •   Focused and fundamental approach to investing in publicly traded
                                                                                                                                 U.S. companies

                                                                 •   Merger arbitrage                           2011         •   Focused merger arb strategy with prudent use of leverage
      Hedge funds
      ($6.6 billion)

                                                                 •   Long/short equity                          2016         •   Fundamental, research driven long/short equity strategy

                                                                 •   Direct lending funds                       1999         •   Extensive experience and operating capability of all property types
       Real estate
      ($2.0 billion)                                             •   Equity funds                                            •   New York real estate insiders

                                                                 •   Purchase of royalty streams                2007         •   One of the longest standing healthcare royalty investors in the space
 Healthcare royalties
                                                                     of healthcare companies                                 •   Targets uncorrelated return stream with quarterly cash flow
    ($1.8 billion)
                                                                                                                                 distributions

                                                                 •   Private healthcare equity                  2012         •   Mid-to-late stage investments into innovative private companies
  Private healthcare
                                                                                                                             •   Targets venture capital-like returns with reduced risk and shorter
    ($282 million)
                                                                                                                                 duration

Note: AUM of $10.9 billion as of June 30, 2018. The AUM figures provided for the firm and/or each strategy group are unaudited and net of applicable fees and expenses. The aggregate AUM of each individual strategy
group does not equal the firm’s AUM due to cross investments among strategies and the exclusion of certain legacy funds. The AUM for private equity style investment products includes unfunded capital commitments,
where applicable. The AUM for the hedge funds may also include committed funding that may not be under the adviser’s control but forms part of the trading level given to the adviser by its respective managed account
clients. Please note Starboard Value LP is not a “related person” of Cowen for purposes of Form ADV.

                                                                                                                                                                                                                          28
APPENDIX

Invested capital detail
Equity investments are concentrated in liquid trading strategies
                                                                                                           AS OF              %
                                   ($ millions)
                                                                                                          6/30/18          TOTAL

                                   Liquid Trading Strategies
                                   Event Driven                                                                  34.2              5%
                                   Securities Finance                                                            25.0              3%
                                   Cowen Healthcare Investments - Public                                         24.5              3%
                                   Long - Short                                                                  20.0              3%
                                   SPAC Trading                                                                  18.0              3%
                                   Activist                                                                      16.6              2%
                                   Portfolio Hedge                                                               12.5              2%
                                   Other                                                                           5.1             1%
                                    Subtotal                                                                    155.9             22%

                                   Privates
                                   Private Investments                                                         104.8              15%
                                   Real Estate                                                                  28.4               4%
                                   Cowen Healthcare Investments - Private                                       22.5               3%
                                   Cowen BD Merchant Banking                                                    12.6               2%
                                   Other                                                                          8.6              1%
                                   Trade Claims                                                                   5.6              1%
                                   Healthcare Royalty Partners                                                    5.6              1%
                                    Subtotal                                                                   188.2              26%
                                   Operating Cash                                                               118.9             17%                          Non-Core Investments:
                                   TOTAL INVESTED CAPITAL                                                      462.9              65%                          Privates
                                                                                                                                                               Non-core Investments:
                                   Regulatory Capital                                                                                                           Linkem                           56.4
                                   Broker Dealer Capital                                                        253.2             35%                           Formation 8                      33.3
                                   Subtotal                                                                    253.2              35%                           Other Privates                   15.0

                                   INVESTED + REGULATORY CAPITAL                                               716.1           100%
                                                                                                                                                               Real Estate
                                   Minus Non-Core Investments                                                 (118.9)                                           Surfside                         14.2
                                   INVESTED + REGULATORY CAPITAL (NET OF NON-CORE)                             597.2                                           Total                            118.9

Note: Percentage allocations of equity are subject to change. (1) Fund investment. (2) Top 3 Privates: Linkem - Italian wireless broadband telecommunications company; Formation 8 - venture capital firm focused on smart
enterprise and energy technology companies; Surfside - A residential real estate development project in Surfside, FL

                                                                                                                                                                                                                        29
APPENDIX

Balance sheet (June 30, 2018)
                                                               (Amounts in thousands)                                        30-Jun-18     31-Dec-17 Change

                                                               Assets
                                                               Cash and cash equivalents                                        207,708       130,052    77,656
                                                               Cash collateral pledged                                           15,513        17,888    -2,375
                                                               Segregated cash                                                   95,309       116,268   -20,959
                                                               Securities owned, at fair value                                  519,688       673,221 -153,533
                                                               Receivable on derivative contracts, at fair value                 25,196        69,177   -43,981
                                                               Stock borrow                                                     553,562       443,148   110,414
                                                               Other investments                                                281,908       253,447    28,461
                                                               Clearing deposits                                                 94,656        93,996       660
                                                               Receivable from brokers                                          665,930       508,178   157,752
                                                               Receivable from customers                                         55,212        49,891     5,321
                                                               Fees receivable                                                  139,032       114,630    24,402
                                                               Due from related parties                                          32,870        36,016    -3,146
                                                               Fixed assets                                                      38,020        40,496    -2,476
                                                               Goodwill                                                          60,678        60,678 —
                                                               Intangible assets                                                 27,253        29,955    -2,702
                                                               Deferred tax asset                                               109,942       116,323    -6,381
                                                               Other assets                                                      72,405        88,262   -15,857
                                                                  Total Assets                                                2,994,882     2,841,626   153,256

                                                               Liabilities and Redeemable Group Equity
                                                               Securities sold, not yet purchased, at fair value                210,431       342,527    -132,096
                                                               Payable for derivative contracts, at fair value                   23,874        42,750     -18,876
                                                               Stock loan                                                       441,091       456,831     -15,740
                                                               Payable to brokers                                               240,643       252,153     -11,510
                                                               Payable to customers                                             520,566       352,467     168,099
                                                               Compensation payable                                             129,938       150,206     -20,268
                                                               Note payable and short-term borrowings                           269,468       173,458      96,010
                                                               Convertible debt                                                 131,683       141,502      -9,819
                                                               Soft dollar payable                                               92,172        70,451      21,721
                                                               Fees payable                                                      23,609         8,047      15,562
                                                               Due to related parties                                               574           570           4
                                                               Accounts payable, accrued expenses and other liabilities         105,287        96,533       8,754
                                                                  Total Liabilities                                           2,189,336     2,087,495     101,841
                                                               Redeemable non-controlling interests                               8,773         6,113       2,660
                                                               Stockholders' equity                                           $796,773      $748,018     $48,755

                                                               Total Liabilities and Stockholders' Equity                   $2,994,882    $2,841,626    $153,256

Note: Balance sheet has been adjusted to eliminate consolidated funds. Balance sheet has not been prepared in accordance with Generally Accepted Accounting Principles (GAAP).

                                                                                                                                                                                 30
APPENDIX

Reconciliation to GAAP balance sheet (as of June 30, 2018)

                                                                                        Adj. to Elim.                                                                                                       Adj. to Elim.
                                                               GAAP         Adj.       Consol. Funds                                                                                GAAP         Adj.      Consol. Funds
($mm)                                                                                                          Liabilities and Redeemable Group Equity
Assets
                                                                                                                  Securities sold, not yet purchased, at fair value                  210,431        -             210,431
   Cash and cash equivalents                                   207,708         -              207,708
                                                                                                                  Securities sold under agreement to repurchase                          -          -                 -
   Cash collateral pledged                                      15,513         -               15,513
   Segregated Cash                                              95,309         -               95,309             Payable for derivative contracts, at fair value                     23,874        -              23,874
   Securities owned, at fair value                             519,688         -              519,688             Stock Loan                                                         441,091        -             441,091
   Receivable on derivative contracts, at fair value            25,196         -               25,196             Payable to brokers                                                 240,643        -             240,643
   Stock Borrow                                                553,562         -              553,562             Payable to customers                                               520,566        -             520,566
   Other investments                                           169,897     112,011            281,908             Compensation payable                                               129,938        -             129,938
   Clearing Deposits                                            94,656         -               94,656             Other debt (Bbonds, plane, cap leases, Natixis)                    269,468        -             269,468
   Receivable from brokers                                     665,930         -              665,930             Convertible debt (march 2015)                                      131,683        -             131,683
   Receivable from customers                                    55,212         -               55,212
                                                                                                                  Soft Dollar payable                                                 92,172        -              92,172
   Fees receivable                                             138,462         570            139,032
   Due from related parties                                     32,826           44            32,870
                                                                                                                  Fees payable                                                        23,609        -              23,609
   Fixed assets, net of accumulated dep and amort               38,020         -               38,020             Due to related parties                                                 574        -                 574
   Goodwill                                                     60,678         -               60,678             Accounts payable, accrued expenses and other liabilities           105,280          7           105,287
   Intangible assets, net of accumulated amortization           27,253         -               27,253             Payable to brokers                                                   1,992     (1,992)                 0
   DTA                                                         109,942         -              109,942             Due to related parties                                                 141       (141)                 0
   Other assets                                                 72,408           (3)           72,405             Capital withdrawls                                                   3,557     (3,557)                (0)
   Cash and cash equivalents                                    13,027     (13,027)                 0             Payable for derivative contracts, at fair value                      1,045     (1,045)                (0)
   Securities owned, at fair value                             109,088    (109,088)                (0)            Accounts payable, accrued expenses and other liabilities               138       (138)                (0)
   Receivable on derivative contracts, at fair value             1,638      (1,638)                (0)
                                                                                                                       Total Liabilities                                           2,196,202     (6,867)        2,189,335
   Other investments, at fair value                            389,798    (389,798)                 0
   Receivable from brokers                                       8,938      (8,938)                (0)         Redeemable Non-controlling interests in consolidated subsidiaries     412,067   (403,294)            8,773
   Other assets                                                    293        (293)                 0          Stockholders' equity                                                  796,773        -             796,773
       Total Assets                                          3,405,042    (410,161)         2,994,881          Total Liabilities and Redeemable Group Equity                       3,405,042   (410,161)        2,994,881

Note: Balance sheet has been adjusted to eliminate consolidated funds. Balance sheet has not been prepared in accordance with Generally Accepted Accounting Principles (GAAP).

                                                                                                                                                                                                                31
APPENDIX

Reconciliation of economic income revenue to GAAP revenue
                                                                                                                        Three Months Ended June 30, 2018
                                                                                                                                 Adjustments
                                                                                                               Other                   Funds             Economic
                                                                              GAAP                        Adjustments (1)        Consolidation (2)        Income
             Revenue
             Investment banking                                      $              84,826               $               (4,784)       (g)    $—                                      $               80,042
             Brokerage                                                             103,285                                9,901        (b)                               —                           113,186
             Management fees                                                         7,373                                4,500        (a)                             613                            12,486
             Incentive income                                                           48                                9,306        (a)(g)                            8                             9,363
             Investment income                                                           —                               19,954        (c)(f)                            —                            19,954
             Interest and dividends                                                 25,109                              (25,109)       (c)                               —                                 —
             Reimbursement from affiliates                                             336                                 (401)       (e)                              65                                 —
             Aircraft lease revenue                                                    419                                 (419)       (f)                               —                                 —
             Reinsurance premiums                                                    9,226                               (9,226)       (d)                               —                                 —
             Other revenues                                                            876                               (1,596)       (d)                               —                              (721)
             Consolidated Funds                                                      3,075                                    —                                     (3,075)                                —
             Total revenue                                                         234,573                                2,126                                     (2,389)                          234,310

 Note: The following is a summary of the adjustments made to US GAAP revenue to Economic Income revenue:

 (1) Other adjustments include reclassifications between other income (loss), redeemable non-controlling interests and interest and non-interest expenses based on the nature of the respective line item
 (2) Fund consolidation includes the impact of consolidation. The related elimination entries of the Consolidated Funds are not included in Economic Income. Adjustments include elimination of incentive income and
 management fees earned from the Consolidated Funds.

 Other Adjustments:
 (a) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities and the activist
 business.
 (b) Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities.
 (c) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends).
 (d) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue.
 (e) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP.
 (f) Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss).
 (g) Economic Income (Loss) presents underwriting expenses net of investment banking revenues and records income from uncrystallized incentive fees.

                                                                                                                                                                                                                           32
APPENDIX

Reconciliation of economic income revenue to GAAP revenue
                                                                                                                        Three Months Ended June 30, 2017
                                                                                                                                 Adjustments
                                                                                                               Other                   Funds             Economic
                                                                              GAAP                        Adjustments (1)        Consolidation (2)        Income
             Revenue
             Investment banking                                      $              64,146               $—                                      $—                                   $               64,146
             Brokerage                                                              63,845                                3,148        (b)                             —                              66,993
             Management fees                                                         8,656                                5,094        (a)                           605                              14,355
             Incentive income                                                        3,726                                4,464        (a)                         2,779                              10,969
             Investment income                                                           —                               14,192        (c)(f)                          —                              14,192
             Interest and dividends                                                  7,917                               (7,917)       (c)                                                                 —
             Reimbursement from affiliates                                             495                                 (570)       (e)                           75                                    —
             Aircraft lease revenue                                                  1,043                               (1,043)       (f)                             —                                   —
             Reinsurance premiums                                                    7,682                               (7,682)       (d)                             —                                   —
             Other revenues                                                          1,345                                  (72)       (d)                             —                               1,273
             Consolidated Funds                                                      1,675                                                                       (1,675)                                   —
             Total revenue                                                         160,530                                 9,614                                    1,784                            171,928

 Note: The following is a summary of the adjustments made to US GAAP revenue to Economic Income revenue:

 (1) Other adjustments include reclassifications between other income (loss), redeemable non-controlling interests and interest and non-interest expenses based on the nature of the respective line item
 (2) Fund consolidation includes the impact of consolidation. The related elimination entries of the Consolidated Funds are not included in Economic Income. Adjustments include elimination of incentive income and
 management fees earned from the Consolidated Funds.

 Other Adjustments:
 (a) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities and the activist
 business.
 (b) Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities.
 (c) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends).
 (d) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue.
 (e) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP.
 (f) Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss).

                                                                                                                                                                                                                           33
APPENDIX

Contact us

 INVESTOR CONTACTS

 Cowen
 Stephen Lasota, CFO
 212 845 7919

 Liolios Group, Inc.
 Matt Glover | Cody Slach | Najim Mostamand, CFA
 949 574 3860
 COWN@liolios.com

 CORPORATE HEADQUARTERS

 599 Lexington Avenue
 New York, NY 10022
 646 562 1010
 cowen.com

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