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Segment Reporting
9 Months Ended
Sep. 30, 2019
Segment Reporting [Abstract]  
Segment Reporting
Segment Reporting
Change in Segments
During the second quarter of 2019 the Company realigned the information that the Chief Operating Decision Maker regularly reviews to evaluate performance for operating decision-making purposes, including evaluation and allocation of resources. As a result of this change in segment reporting, the Company retrospectively revised prior period results, by segment, to conform to the current period presentation (see Note 1). This structure includes two business segments: Op Co and Asset Co. The structure is based on the Company's domain expertise as a driver of balance sheet harmonization and repeatable revenues for its operating business versus the Company’s long-term monetization strategies.
The Op Co segment consists of Cowen Investment Management (“CIM”), Investment Banking, Markets and Research. The Asset Co segment consists of the Company’s private investments, private real estate investments and other legacy multi-sector long/short equity strategies.
Performance Measures
The performance measure for these segments is Economic Income (Loss), which management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including headcount, square footage and other factors.
In general, Economic Income (Loss) is a pre-tax measure that (i) eliminates the impact of consolidation for Consolidated Funds and excludes (ii) goodwill and intangible impairment (iii) certain other transaction-related adjustments and/or reorganization expenses and (iv) certain costs associated with debt. Economic Operating Income (Loss) represents Economic Income (Loss) before depreciation and amortization expenses. In addition, Economic Income (Loss) revenues include investment income that represents the income the Company has earned in investing its own capital, including realized and unrealized gains and losses, interest and dividends, net of associated investment related expenses. For US GAAP purposes, these items are included in each of their respective line items. Economic Income (Loss) revenues also include management fees, incentive income and investment income earned through the Company's investment as a general partner in certain real estate entities and the Company's investment in the activist business and certain investment funds. For US GAAP purposes, all of these items, are recorded in other income (loss). Economic Income (Loss) recognizes (a) incentive fees during periods when the fees are not yet crystallized for US GAAP reporting and (b) retainer fees, relating to investment banking activities, earned during the period that would otherwise be deferred until closing for US GAAP reporting. In addition, Economic Income (Loss) expenses are reduced by reimbursement from affiliates, which for US GAAP purposes is presented gross as part of revenue.
As further stated below, one major difference between Economic Income (Loss) and US GAAP net income (loss) is that Economic Income (Loss) presents the segments' results of operations without the impact resulting from the full consolidation of any of the Consolidated Funds. The consolidation of these investment funds' results include the pro rata share of the income or loss attributable to other owners of such entities which is reflected in net income (loss) attributable to non-controlling interest in consolidated subsidiaries in the accompanying condensed consolidated statements of operations. This pro rata share has no effect on the overall financial performance for the segments, as ultimately, this income or loss is not income or loss for the segments themselves. Included in Economic Income (Loss) is the actual pro rata share of the income or loss attributable to the Company as an investor in such entities, which is relevant in management making operating decisions and evaluating financial performance. The Company does not disclose total asset information for its business segments as the information is not reviewed by the CODM.
The following tables set forth operating results for the Company's Op Co and Asset Co segments and related adjustments necessary to reconcile the Company's Economic Income (Loss) measure to arrive at the Company's consolidated US GAAP net income (loss):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2019
 
 
 
 
 
 
 
Adjustments
 
 
 
 
 
Operating Company
 
Asset Company
 
Total Economic Income/(Loss)
 
Funds
Consolidation
 
Other
Adjustments
 
 
 
US GAAP
 
(dollars in thousands)
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
70,022

 
$

 
$
70,022

 
$

 
$
7,270

 
(a)
 
$
77,292

Brokerage
105,860

 

 
105,860

 

 
(11,865
)
 
(b)
 
93,995

Management fees
10,321

 
586

 
10,907

 
(574
)
 
(3,033
)
 
(c)
 
7,300

Incentive income (loss)
15,384

 
(1,007
)
 
14,377

 
(13
)
 
(13,663
)
 
(c)
 
701

Investment income (loss)
15,231

 
822

 
16,053

 

 
(16,053
)
 
(d)
 

Interest and dividends

 

 

 

 
60,707

 
(b)(d)
 
60,707

Reimbursement from affiliates

 

 

 
(27
)
 
265

 
(e)
 
238

Reinsurance premiums

 

 

 

 
8,146

 
(f)
 
8,146

Other revenue
(132
)
 
6

 
(126
)
 
(26
)
 
1,389

 
(f)
 
1,237

Consolidated Funds revenues

 

 

 
2,431

 

 
 
 
2,431

Total revenues
216,686

 
407

 
217,093

 
1,791

 
33,163

 
 
 
252,047

Interest expense (Economic Income/(Loss)) / Interest and dividend expense (US GAAP)
5,758

 
1,389

 
7,147

 

 
49,330

 
(b)(d)
 
56,477

Total net revenues
210,928

 
(982
)
 
209,946

 
1,791

 
(16,167
)
 
 
 
195,570

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Non interest expense
200,637

 
1,403

 
202,040

 

 
15,408

 
(a)(e)(h)(i)
 
217,448

Consolidated Funds expenses

 

 

 
2,516

 

 
 
 
2,516

Total expenses
200,637

 
1,403

 
202,040

 
2,516

 
15,408

 
 
 
219,964

Total other income (loss)

 

 

 
5,621

 
26,721

 
(c)(d)(i)
 
32,342

Income taxes expense / (benefit)

 

 

 

 
1,365

 
(h)
 
1,365

Income (loss) attributable to non-controlling interests in consolidated subsidiaries and investment funds
661

 

 
661

 
4,896

 
(2,787
)
 
 
 
2,770

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) attributable to Cowen Inc.
9,630

 
(2,385
)
 
7,245

 

 
(3,432
)
 
 
 
3,813

Less: Preferred stock dividends
1,341

 
357

 
1,698

 

 

 
 
 
1,698

Economic Income (Loss)/ Income (loss) attributable to Cowen Inc. common stockholders
8,289

 
(2,742
)
 
5,547

 
$

 
$
(3,432
)
 
 
 
$
2,115

Add back: Depreciation and Amortization expense
5,073

 
9

 
5,082

 
 
 
 
 
 
 
 
Economic operating income (loss)
$
13,362

 
$
(2,733
)
 
$
10,629

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2018
 
 
 
 
 
 
 
Adjustments
 
 
 
 
 
Operating Company
 
Asset Company
 
Total
Economic Income/(Loss)
 
Funds
Consolidation
 
Other
Adjustments
 
 
 
US GAAP
 
(dollars in thousands)
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
77,510

 
$

 
$
77,510

 
$

 
$
4,413

 
(a)
 
$
81,923

Brokerage
101,672

 

 
101,672

 

 
(9,637
)
 
(b)
 
92,035

Management fees
10,840

 
1,546

 
12,386

 
(381
)
 
(4,459
)
 
(c)
 
7,546

Incentive income (loss)
1,859

 
5,051

 
6,910

 
(20
)
 
(6,857
)
 
(c)(a)
 
33

Investment income (loss)
25,779

 
1,893

 
27,672

 

 
(27,672
)
 
(d)(g)
 

Interest and dividends

 

 

 

 
26,448

 
(b)(d)
 
26,448

Reimbursement from affiliates

 

 

 
(65
)
 
418

 
(e)
 
353

Aircraft lease revenue

 

 

 

 
375

 
(g)
 
375

Reinsurance premiums

 

 

 

 
8,378

 
(f)
 
8,378

Other revenue
4

 
79

 
83

 

 
1,551

 
(f)
 
1,634

Consolidated Funds revenues

 

 

 
2,303

 

 
 
 
2,303

Total revenues
217,664

 
8,569

 
226,233

 
1,837

 
(7,042
)
 
 
 
221,028

Interest expense (Economic Income/(Loss)) / Interest and dividend expense (US GAAP)
4,878

 
1,541

 
6,419

 

 
19,581

 
(b)(d)
 
$
26,000

Total net revenues
212,786

 
7,028

 
219,814

 
1,837

 
(26,623
)
 
 
 
195,028

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Non interest expense
189,516

 
6,672

 
196,188

 

 
14,454

 
(a)(e)(h)(i)
 
210,642

Consolidated Funds expenses

 

 

 
1,687

 

 
 
 
1,687

Total expenses
189,516

 
6,672

 
196,188

 
1,687

 
14,454

 
 
 
212,329

Total other income (loss)

 

 

 
2,654

 
39,328

 
(c)(d)(i)(j)
 
41,982

Income taxes expense / (benefit)

 

 

 

 
5,083

 
(h)
 
5,083

Income (loss) attributable to non-controlling interests in consolidated subsidiaries and investment funds
898

 
44

 
942

 
2,804

 
364

 
 
 
4,110

Income (loss) attributable to Cowen Inc.
22,372

 
312

 
22,684

 

 
(7,196
)
 
 
 
15,488

Less: Preferred stock dividends
1,290

 
408

 
1,698

 

 

 
 
 
1,698

Economic Income (Loss)/ Income (loss) attributable to Cowen Inc. common stockholders
21,082

 
(96
)
 
20,986

 
$

 
$
(7,196
)
 
 
 
$
13,790

Add back: Depreciation and Amortization expense
2,865

 
43

 
2,908

 
 
 
 
 
 
 
 
Economic operating income (loss)
$
23,947

 
$
(53
)
 
$
23,894

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2019
 
 
 
 
 
 
 
Adjustments
 
 
 
 
 
Operating Company
 
Asset Company
 
Total Economic Income (Loss)
 
Funds
Consolidation
 
Other
Adjustments
 
 
 
US GAAP Net Income (Loss)
 
(dollars in thousands)
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
257,234

 
$

 
$
257,234

 
$

 
$
14,869

 
(a)
 
$
272,103

Brokerage
331,689

 

 
331,689

 

 
(28,849
)
 
(b)
 
302,840

Management fees
30,016

 
1,788

 
31,804

 
(1,640
)
 
(8,684
)
 
(c)
 
21,480

Incentive income (loss)
34,654

 
699

 
35,353

 
(557
)
 
(34,072
)
 
(c)
 
724

Investment income (loss)
28,233

 
5,289

 
33,522

 

 
(33,522
)
 
(d)
 

Interest and dividends

 

 

 

 
129,846

 
(b)(d)
 
129,846

Reimbursement from affiliates

 

 

 
(94
)
 
874

 
(e)
 
780

Reinsurance premiums

 

 

 

 
29,068

 
(f)
 
29,068

Other revenue
5,295

 
56

 
5,351

 
(14
)
 
(2,109
)
 
(f)
 
3,228

Consolidated Funds revenues

 

 

 
8,239

 

 
 
 
8,239

Total revenues
687,121

 
7,832

 
694,953

 
5,934

 
67,421

 
 
 
768,308

Interest expense (Economic Income/(Loss)) / Interest and dividend expense (US GAAP)
16,371

 
4,046

 
20,417

 

 
104,672

 
(b)(d)
 
125,089

Total net revenues
670,750

 
3,786

 
674,536

 
5,934

 
(37,251
)
 
 
 
643,219

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Non interest expense
623,167

 
7,025

 
630,192

 

 
49,463

 
(a)(e)(h)(i)
 
679,655

Goodwill impairment

 

 

 

 
4,100

 
 
 
4,100

Consolidated Funds expenses

 

 

 
6,229

 

 
 
 
6,229

Total expenses
623,167

 
7,025

 
630,192

 
6,229

 
53,563

 
 
 
689,984

Total other income (loss)

 

 

 
9,069

 
73,907

 
(c)(d)(i)
 
82,976

Income taxes expense / (benefit)

 

 

 

 
9,615

 
(h)
 
9,615

Income (loss) attributable to non-controlling interests in consolidated subsidiaries and investment funds
2,944

 

 
2,944

 
8,774

 
(4,530
)
 
 
 
7,188

Income (loss) attributable to Cowen Inc.
44,639

 
(3,239
)
 
41,400

 

 
(21,992
)
 
 
 
$
19,408

Less: Preferred stock dividends
4,058

 
1,036

 
5,094

 

 

 
 
 
5,094

Economic Income (Loss)/ Income (loss) attributable to Cowen Inc. common stockholders
40,581

 
(4,275
)
 
36,306

 
$

 
$
(21,992
)
 
 
 
$
14,314

Add back: Depreciation and Amortization expense
14,957

 
30

 
14,987

 
 
 
 
 
 
 
 
Economic operating income (loss)
$
55,538

 
$
(4,245
)
 
$
51,293

 
 
 
 
 
 
 
 


 
Nine Months Ended September 30, 2018
 
 
 
 
 
 
 
Adjustments
 
 
 
 
 
Operating Company
 
Asset Company
 
Total Economic Income (Loss)
 
Funds
Consolidation
 
Other
Adjustments
 
 
 
US GAAP Net Income (Loss)
 
(dollars in thousands)
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
251,476

 
$

 
$
251,476

 
$

 
$
13,261

 
(a)
 
$
264,737

Brokerage
328,929

 

 
328,929

 

 
(27,876
)
 
(b)
 
301,053

Management fees
33,057

 
4,941

 
37,998

 
(2,197
)
 
(13,465
)
 
(c)
 
22,336

Incentive income (loss)
17,219

 
4,251

 
21,470

 
(37
)
 
(21,336
)
 
(c)
 
97

Investment income (loss)
62,488

 
(561
)
 
61,927

 

 
(61,927
)
 
(d)(g)
 

Interest and dividends

 

 

 

 
77,511

 
(b)(d)
 
77,511

Reimbursement from affiliates

 

 

 
(198
)
 
1,264

 
(e)
 
1,066

Aircraft lease revenue

 

 

 

 
1,509

 
(g)
 
1,509

Reinsurance premiums

 

 

 

 
26,251

 
(f)
 
26,251

Other revenue
(143
)
 
393

 
250

 

 
3,596

 
(f)
 
3,846

Consolidated Funds revenues

 

 

 
8,579

 

 
 
 
8,579

Total revenues
693,026

 
9,024

 
702,050

 
6,147

 
(1,212
)
 
 
 
706,985

Interest expense (Economic Income/(Loss)) / Interest and dividend expense (US GAAP)
12,539

 
3,961

 
16,500

 

 
58,346

 
(b)(d)
 
74,846

Total net revenues
680,487

 
5,063

 
685,550

 
6,147

 
(59,558
)
 
 
 
632,139

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Non interest expense
601,480

 
12,081

 
613,561

 

 
42,738

 
(a)(e)(h)(i)
 
656,299

Consolidated Funds expenses

 

 

 
7,267

 

 
 
 
7,267

Total expenses
601,480

 
12,081

 
613,561

 
7,267

 
42,738

 
 
 
663,566

Total other income (loss)

 

 

 
36,113

 
86,851

 
(c)(d)(i)(j)
 
122,964

Income taxes expense / (benefit)

 

 

 

 
15,999

 
(h)
 
15,999

Income (loss) attributable to non-controlling interests in consolidated subsidiaries and investment funds
2,805

 
700

 
3,505

 
34,993

 
(700
)
 
 
 
37,798

Income (loss) attributable to Cowen Inc.
76,202

 
(7,718
)
 
68,484

 

 
(30,744
)
 
 
 
37,740

Less: Preferred stock dividends
3,871

 
1,223

 
5,094

 

 

 
 
 
5,094

Economic Income (Loss)/ Income (loss) attributable to Cowen Inc. common stockholders
72,331

 
(8,941
)
 
63,390

 
$

 
$
(30,744
)
 
 
 
$
32,646

Add back: Depreciation and Amortization expense
8,707

 
147

 
8,854

 
 
 
 
 
 
 
 
Economic operating income (loss)
$
81,038

 
$
(8,794
)
 
$
72,244

 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 

The following is a summary of the adjustments made to US GAAP net income (loss) to arrive at Economic Income (Loss):

Funds Consolidation: The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustments 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).



Other Adjustments:
(a)
Economic Income (Loss) presents underwriting expenses net of investment banking revenues, expenses reimbursed from clients within their respective expense category. Economic Income (Loss) also records retainer fees, relating to investment banking activities, collectible during the period that would otherwise be deferred until closing for US GAAP reporting.
 
 
(b)
Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities which are shown gross in interest income and interest expense for US GAAP.
 
 
(c)
Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents, (ii) records income from uncrystallized incentive fees and (iii) the Company's proportionate share of management and incentive fees of certain real estate operating entities, the healthcare royalty business and the activist business.
 
 
(d)
Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends).
 
 
(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)
Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue.
 
 
(g)
Aircraft lease revenue is shown net of expenses in investment income for Economic Income (Loss).
 
 
(h)
Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment.
 
 
(i)
Economic Income (Loss) recognizes the Company's proportionate share of expenses, for certain real estate operating entities and the activist business, for which the investments are recorded under the equity method of accounting for investments.
 
 
(j)
Economic Income (Loss) excludes gain/(loss) on debt extinguishment.

For the three and nine months ended September 30, 2019 and 2018, there was no one investment fund or other customer which represented more than 10% of the Company's total revenues.