Cowen Group announces completion of acquisition by TD Bank

Cowen announced that TD Bank Group has completed the acquisition of Cowen. In connection with the completion of the acquisition, Cowen has elected to cause all outstanding shares of its 5.625% Series A Cumulative Perpetual Convertible Preferred Stock to be automatically converted at a conversion rate of 39.4664, to be settled in cash for $1,539.19 per share of Series A Preferred Stock, in accordance with the certificate of designations of the Series A Preferred Stock; provided that the Mandatory Conversion shall not apply to shares of Series A Preferred Stock that holders have elected prior to the date hereof to voluntarily convert in accordance with Certificate of Designations. The conversion date of the Mandatory Conversion is March 1, 2023. Dividends on shares of Series A Preferred Stock to be converted in connection with the Mandatory Conversion have ceased to accumulate as of the Mandatory Conversion Date. In accordance with the terms of the Certificate of Designations, the Series A Preferred Stock to be converted in connection with the Mandatory Conversion will be settled in cash on March 6, 2023.