On January 6, 2010, Rodman & Renshaw Capital Group, Inc. received a Staff Determination letter from the NASDAQ Stock Market stating that the Company had failed to hold an annual meeting of shareholders prior to December 31, 2009 as required by NASDAQ Marketplace Rules 5620(a) and 5620(b). On January 8, 2010, the Company filed a definitive proxy statement with the Securities and Exchange Commission for an annual meeting of shareholders to be held on February 5, 2010. The Company expects to mail proxy materials on January 15, 2010 to its shareholders of record as of January 8, 2010. The agenda for the meeting includes the reelection of the ten current incumbent directors and the ratification of the appointment of KPMG LLP as independent auditors for the 2009 fiscal year. Pursuant to the procedures set forth in NASDAQ Listing Rule 5815, on January 8, 2010 the Company appealed the NASDAQ Staff's determination to a NASDAQ Hearings Panel and was assigned a February 11, 2010 hearing date. NASDAQ in its January 8, 2010 hearing notification letter advised the Company that, if at any point before the hearing the Company believes it has regained compliance with all criteria for continued listing and can evidence an ability to sustain compliance with those requirements over the long term, the Company should notify its Listing Analyst and also inform the NASDAQ Officer of General Counsel, Hearings (Hearings Department). If the Listing Analyst determines that the deficiency is moot, the Hearings Department will advise the Company by letter that the hearing is cancelled. The Company believes that once the annual shareholders' meeting takes place it will regain compliance with NASDAQ Marketplace Rules 5620(a) and 5620(b) and a hearing will not be required. Pending the NASDAQ Hearing Panel's decision, NASDAQ will take no action with respect to the continued listing of the Company's common stock.

Rodman & Renshaw Capital Group Inc. reported consolidated unaudited earnings results for third quarter and nine months ended September 30, 2009. For the quarter, the company reported net income of $30,540,000 and net income to common stockholders of $15,540,000 or $0.40 per diluted share on total revenues of $65,550,000 compared to net loss and net loss to common stockholders of $2,850,000 or $0.08 loss per diluted share on total revenues of $8,563,000 for the same period a year ago. Income before income taxes was $30,582,000 compared to loss before income taxes of $4,265,000 for the same period a year ago. For nine months period the company reported net income of $34,185,000 and net income to common stockholders of $19,185,000 or $0.51 per diluted share on total revenues of $104,784,000 compared to net income and net income to common stockholders of $4,251,000 or $0.12 per diluted share on total revenues of $53,276,000 for the same period a year ago. Income before income taxes was $34,236,000 compared to income before income taxes of $7,985,000 for the same period a year ago.

Rodman & Renshaw Capital Group, Inc announced that it has acquired Miller Mathis & Co, LLC. Michael Lacovara, Chief Executive Officer, commented, The Miller Mathis acquisition brings to Rodman a firm with an excellent brand name and deeply talented professionals, strong breadth of experience, expertise, and global presence, especially in non-US markets likely to see relatively strong growth in the coming years. The Miller Mathis acquisition is in line with our long-term strategy to develop our franchise by adding depth in selected non-healthcare verticals while diversifying our revenue base, both in terms of sector and revenue type. Adding Bob Miller, his team, and his strong global client base is an important first step in our geographic and sector diversification. We expect to take additional such steps, through further acquisitions, in the coming months.