Cowen Group, Inc. To Acquire Dahlman Rose & Co. LLC

  Cowen Group,Inc. To Acquire Dahlman Rose & Co. LLC

  Expands Sector Focus to Include Energy, Transportation, Metals and Mining,
                          Chemicals and Agriculture

Business Wire

NEW YORK -- February 1, 2013

Cowen Group,Inc. (NASDAQ: COWN) (“Cowen” or “the Company”) and Dahlman Rose &
Company, LLC (“Dahlman Rose”) today announced the signing of a definitive
agreement under which Cowen will acquire Dahlman Rose, a privately-held
investment bank specializing in the energy, metals and mining, transportation,
chemicals and agriculture sectors. This acquisition is an all-stock
transaction and financial terms of the deal were not disclosed. The definitive
agreement was approved by the board of directors of both companies.

Peter A. Cohen, Chairman and CEO of Cowen Group said, “Dahlman Rose’s
expertise in energy, transportation, metals and mining, chemicals and
agriculture is a strong complement to Cowen core sectors of health care,
technology, media, telecommunications, consumer, aerospace and
defense/industrials and REITs. Through this combination, Cowen will gain
sector focus in new verticals which we believe will be active areas for
capital raising over the foreseeable future. In addition, Dahlman Rose’s
domain expertise and focus on fundamental research dovetails with Cowen’s
philosophy of excelling in our chosen sectors.”

Jeffrey M. Solomon, Chief Executive Officer of Cowen and Company added, “At
Cowen, we are dedicated to providing our clients with access to unparalleled
domain knowledge, thoughtful advice and practical insights that will enable
them to be better investors, business operators and decision makers. Dahlman
Rose shares a similar culture, and we look forward to integrating their
businesses into ours. We have made significant progress in strengthening Cowen
over the past two years. This transformational transaction will expand our
client reach and accelerate our strategy to grow intelligently and
productively by adding depth and breadth to our research, sales and trading,
and investment banking teams, without compromising the quality of our product.
We remain extremely committed to developing high quality services that are
focused on making a positive impact for clients first and foremost.”

The transaction, which is expected to close by the end of the first quarter of
2013, is subject to customary closing conditions and regulatory approval.

Willkie Farr & Gallagher LLP acted as legal advisor to Cowen on this
transaction. Morgan Lewis & Bockius, LLP acted as legal advisor to Dahlman
Rose for this transaction.

Conference Call with Management

Management of Cowen and Dahlman Rose will host a conference call to discuss
the transaction on Monday, February 4, 2013, at 9:00 am EST. The call can be
accessed by dialing 1-866-271-5140 domestic or 1-617-213-8893 international.
The passcode for the call is 54527173. A replay of the call will be available
beginning at 11:00 am EST February 4, 2013 through February 11, 2013. To
listen to the replay of this call, please dial 1-888-286-8010 domestic or
1-617-801-6888 international and enter passcode 72705310. The call can also be
accessed through live audio webcast or by delayed replay on the Company’s
website at

About Cowen Group,Inc.

Cowen Group,Inc. is a diversified financial services firm and, together with
its consolidated subsidiaries, provides alternative investment, investment
banking, research, and sales and trading services through its two business
segments: Ramius and its affiliates makes up the Company’s alternative
investment segment, while Cowen and Company is its broker-dealer segment. Its
alternative investment products, solutions and services include hedge funds,
replication products, managed futures funds, fund of funds, real estate and
health care royalty funds. Cowen and Company offers industry focused
investment banking for growth-oriented companies, domain knowledge-driven
research and a sales and trading platform for institutional investors. Founded
in 1918, the firm is headquartered in New York and has offices located in
major financial centers around the world.

About Dahlman Rose & Co., LLC

Dahlman Rose & Co., LLC is a research-driven investment bank focused on
energy, transportation, infrastructure, and other industries that compose the
global supply chain. The firm’s industry-leading analysts, bankers, and
traders offer unique insight into the companies and markets that provide the
building blocks of the global economy. Dahlman Rose provides institutional
sales and trading, equity research, mergers and acquisitions advisory, and
underwriting services.

Cautionary Note Regarding Forward-Looking Statements

This communication may contain forward-looking statements including statements
relating to the market opportunity and future business prospects of Cowen and
Dahlman Rose. Such statements are subject to certain risks and uncertainties
that could cause actual results to differ materially from those expressed or
implied in the forward-looking statements. Consequently, all forward-looking
statements made during this communication are qualified by those risks,
uncertainties and other factors.

Actual results may differ materially and reported results should not be
considered an indication of future performance. Please reference the SEC
filings of Cowen, which is available on its website, for detailed descriptions
of factors that could cause actual results to differ materially from those
expressed or implied in such forward-looking statements.

Certain statements in this communication relate to future results that are
forward-looking statements as defined in the Private Securities Litigation
Reform Act of 1995. Except for the ongoing obligations of Cowen and Dahlman
Rose to disclose material information under the federal securities laws,
neither Cowen nor Dahlman Rose undertakes any obligation to release any
revisions to any forward-looking statements, to report events or to report the
occurrence of unanticipated events unless required by law.


Cowen Group,Inc.
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Dan Gagnier/Carissa Ramirez
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