th U.S. Equity Capital Markets Weekly For the week ended September 24 , 2021

U.S. equity markets began the week with the largest sell-off in months before rallying to end the week in the green, with the Dow Jones, S&P 500 and Nasdaq up +0.6%, +0.5% and +0.0%, respectively. Sector performance in the S&P 500 was mixed this week, with Energy outperforming the broader index, while shares of Utility stocks lagged. The VIX spiked above 25 for the first time since mid-May on Monday, before settling at 17.75 on Friday afternoon.

Evergrande, the world’s most indebted property developer, was at the center of headlines this week as it faced its first test in managing its worsening debt crisis. On Thursday, the developer was scheduled to make an $83 million interest payment on an offshore bond, however, it was announced on Friday that investors had not received any payment. Evergrande carries a balance of $300 billion in total liabilities with roughly $19 billion of those in offshore, dollar- denominated bonds. In total, Evergrande owes roughly $669 million of bond interest through the end of 2021. While China is doing its part to aid markets by injecting roughly $71 billion of liquidity into the system since last week, Beijing is reluctant to bail out the firm and has been asking local governments to prepare for the looming possibility of default.

On Wednesday, the Federal Reserve announced that it will likely begin tapering economic stimulus by November. Fed Chair Powell indicated that the Fed will probably begin cutting bond purchases this fall and ending stimulus programs during the middle of 2022. Powell also signaled that interest rates would remain near zero, but added the possibility of rate hikes coming as early as 2022. The Fed also raised its 2022 inflation outlook to 2.2% from 2.1%. In sum, there is positive sentiment that the Fed will continue to be accommodative with rates as inflation risk remains prevalent.

On Thursday, weekly jobless claims totaled 351,000, which was higher than estimates of 320,000 and last week’s total of 335,000. Despite the negative unemployment data, U.S. housing data came in above expectations. Sales of new homes in August rose 1.5% from the prior month, while the median sales price rose +20.1% from a year ago. New home sales are at their highest level since April.

On Tuesday, Democrats in the House of Representatives passed a bill to suspend the debt ceiling and extend government funding through December 3rd. However, the Senate may ultimately decide to block the bill and allow for a government shutdown given strong opposition to adjusting the nation’s debt limit. The Senate vote is scheduled for Monday evening, just a few days before a shutdown would go into effect on October 1st. In order to prevent a shutdown, the House Democrats may have to consider removing the debt ceiling piece and including it in a future reconciliation package.

Equity issuance saw another strong week of activity as 36 deals priced raising over $12 billion in total proceeds. Despite concerns related to market risk and the pandemic, corporates have been eager to capitalize on the record performance of markets this year by issuing more equity. The IPO market remains robust with 400 issuers in the backlog.

Looking ahead, markets are expecting a wide array of data including durable goods on Monday, ISM manufacturing data on Friday, and personal consumption data on Friday. As noted, the Senate is set to vote on the government funding bill on Monday with September 30th being the deadline for a resolution. Additionally, a number of Federal Reserve speakers will testify before Congress on the pandemic and policy response on Tuesday and Thursday.

With respect to issuance this week: 17 IPOs priced this week, raising $6.0bn 16 Follow-ons priced this week, raising $5.0bn 3 Convertibles priced this week, raising $1.2bn 0 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021 Equity Market Drivers For the Week Ended 09/24/21

4.7%

2.2% 0.6% 0.8% 0.9% 0.0% 0.5% 0.5% 0.1% 0.3%

(0.4%) (0.3%)

(1.2%) (0.7%) (0.7%)

Weekly Performance (%) (%) Performance Weekly

Dow

REIT

Energy

Utilities

Telecom

S&P 500 S&P

Staples

Materials

NASDAQ

Financials

Industrials

Consumer

Healthcare

Technology

Consumer

Russell2000 Discretionary

Note: Sector indices reflect S&P 500 companies.

Positive Drivers Negative Drivers

. On Wednesday, the Federal Reserve signaled that it . On Monday, concerns related to Evergrande’s debt w ill begin tapering its monthly bond purchases in crisis initially led to the largest selloff in equities in November. Chair Pow ell also indicated that interest months, w ith the S&P 500 declining (1.7%). The firm rates w ill remain near zero w ith no rate hikes coming did not pay interest on an $83 million offshore bond, so until 2022 under current conditions. the possibility of default still remains . New Covid-19 cases have been declining as of late . Uncertainty over the Senate’s upcoming vote on the w ith the latest w eekly average of new cases at government spending bill has prompted concerns that it 130,000/day, dow n 20,000 from the prior w eek w ill be rejected and a resolution may not be passed in according to data from Johns Hopkins University time to prevent a shutdow n . On Wednesday, the FDA approved Pfizer’s booster shots for individuals aged 65 years and older as w ell for people at high risk of severe Covid-19

Market Performance Economic Forecast

(1) Current 2021 Month Chg. Week Chg. 2019 2020 Most Recent 2021E Dow Jones 34,798.0 13.7% (1.7%) 0.6% Real GDP (YoY%) 2.1% (3.5%) 6.6% 5.9% S&P 500 4,455.5 18.6% (0.9%) 0.5% Unemployment Rate 3.5% 8.1% 5.2% 5.5% NASDAQ 15,047.7 16.8% 0.0% 0.0% Core PCE (YoY%) 1.7% 1.4% 3.4% 3.1% VIX 17.75 (22.0%) 5.7% (14.7%) Fed Funds Target 1.75% 0.25% 0.25% 0.25%

New Issuance For the Week Ended 09/17/2021

IPOs Follow-Ons Convertibles Total

U.S. Offerings Greater Than $15 million # of $ mm # of $ mm # of $ mm # of $ mm

Offerings Priced 17 $5,979.0 16 $4,960.0 3 $1,160.0 36 $12,099.0

Offerings Filed 8 $1,020.5 10 $3,629.5 3 $1,010.0 21 $5,660.0

Offerings Expected next Week 3 $1,455.4 - $0.0 - $0.0 3 $1,455.4

Offerings Withdrawn / Postponed 1 $800.0 - $0.0 - $0.0 1 $800.0

Source: Bloomberg & Dealogic. (1) MRQ: Q1 2021. 1 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021 Year To Date Equity Issuance

2021 2020 YoY % Change Deal Type Proceeds ($bn) # of Deals Proceeds ($bn) # of Deals Proceeds # of Deals

IPO $209.2 690 $89.2 222 134.6% 210.8%

Follow-On $158.0 586 $168.1 474 (6.0%) 23.6% Convertible $67.4 124 $84.4 147 (20.2%) (15.6%)

Total: $434.6 1,400 $341.7 843 27.2% 66.1%

Year To Date Equity Issuance By Sector

2021: $434.6bn 2020: $341.7bn

CME Consumer CME 4% 5% 9% Technology Consumer Energy 25% 4% Technology 3% Energy 28% 5%

Real Estate Financial 5% Financial 30% Real Estate Other 19% 6% 2% Other Industrial 1% 9% Industrial Healthcare Healthcare 8% 15% 23%

Monthly Equity Issuance – LTM

$120 4,700 4,500 $100 4,300 4,100 $22.8 3,900 . $80 3,700 $10.3 S&P 500Index 3,500 $60 $7.3 $24.8 $26.1 3,300

$5.3 $20.2 $6.4 3,100 $40 $1.8 $8.8 $6.9 $4.6 2,900 $17.7

Issuance Value ($bn) Value Issuance $12.4 $16.1 $14.0 $4.9 $28.9 2,700 $24.0 $49.1 $5.5 $8.5 $41.6 $5.0 $20 $35.9 $10.3 2,500 $12.4 $12.9 $24.3 $23.6 $22.2 $21.8 $19.7 2,300 $11.4 $13.3 $12.9 $9.0 $6.1 $0 2,100 Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep

IPO Follow-Ons Convertibles S&P 500

Source: Bloomberg & Dealogic. 2 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021 Recently Priced IPOs

Returns

Green Shoe Revised Pricing Base Deal Exercised Deal Size Mkt Cap % of Pricing P+1 P to Date Issuer Ticker Size ($m) (Y/N) % Chg ($m) Mkt Cap vs. Range Day Current Industry Financial Sponsor

09/23/21 GigCapital5 Inc GIA/U $200 (42.9%) $258 77.7% In Range 1.4% 1.4% Finance

09/23/21 Direct Selling Acquisition Corp DSAQ/U $200 - $250 80.0% In Range 0.7% 0.7% Finance

09/23/21 Clearwater Analytics Holdings Inc CWAN $540 - $4,167 13.0% Above 40.9% 40.9% Computers & Electronics Permira; Welsh Carson

09/23/21 Cue Health Inc HLTH $200 - $2,300 8.7% In Range 25.0% 25.0% Healthcare

09/22/21 Live Oak Crestview Climate Acquisition Corp LOCC/U $200 (20.0%) $272 73.6% In Range (1.6%) (1.7%) Finance Crestview Partners LP

09/22/21 Thorne HealthTech Inc THRN $70 (22.2%) $525 13.3% Below (24.5%) (16.5%) Healthcare

09/22/21 Argus Capital Corp ARGUU $265 Y (11.7%) $331 80.0% In Range 1.2% 1.0% Finance

09/22/21 EngageSmart LLC ESMT $378 Y - $4,185 9.0% Above 31.2% 33.8% Computers & Electronics General Atlantic; Summit Partners

09/22/21 Sovos Brands Inc SOVO $280 - $1,169 24.0% Below 12.7% 13.7% Food & Beverage Advent International Corp

09/22/21 Sterling Check Corp STER $329 - $2,161 15.2% Above 17.0% 15.2% Professional Services

09/22/21 Brilliant Earth BRLT $100 (50.0%) $1,032 9.7% Below 42.7% 26.8% Retail

09/22/21 Remitly Global Inc RELY $523 - $6,943 7.5% Above 12.7% 2.5% Computers & Electronics

09/21/21 Inflection Point Acquisition Corp IPAXU $300 - $375 80.0% In Range (1.8%) (1.0%) Finance

09/21/21 aka Brands Holding Corp AKA $110 (28.0%) $1,392 7.9% Below (9.2%) (9.1%) Computers & Electronics Summit Partners

09/21/21 Toast Inc TOST $870 Y - $19,973 4.4% Above 56.3% 39.5% Computers & Electronics

09/21/21 Freshworks Inc FRSH $1,026 Y - $10,132 10.1% Above 32.1% 29.9% Computers & Electronics

09/20/21 HHG Capital Corp HHGCU $50 Y - $65 76.7% In Range 1.8% 2.1% Finance

09/16/21 ForgeRock Inc FORG $275 - $1,985 13.9% Above 46.0% 85.5% Computers & Electronics

09/15/21 Soar Technology Acquisition Corp FLYA/U $200 (20.0%) $267 75.0% In Range 1.6% 1.5% Finance

09/15/21 Enact Holdings Inc ACT $253 Y - $3,094 8.2% In Range 7.8% 15.0% Insurance

20 Transactions Mean: $318 (27.8%) $3,044 34.4% 14.7% 15.3% Median: $259 (22.2%) $1,281 13.6% 10.3% 8.1%

LTM IPO Pricing Performance by Month

0% 100% 4,700 10% 11% 7% 7% 10% 9% 9% 14% 17% 4,500 22% 17% 29% 4,300 80% 4,100 3,900 60% 3,700 92% 3,500 83% 76% 83% 81% 85% 90% 90% 79% 3,300 73% 62% 40% 90% 3,100 85% 2,900 20% 2,700 2,500 15% 2,300 9% 10% 8% 10% 0% 5% 1% 4% 2% 3% 4% 2,100 Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Below In Range Above S&P 500 Index

# of IPOs: 64 73 39 58 109 125 145 41 35 78 77 38 42

Deal Value ($bn): $24.3 $23.6 $11.4 $22.2 $35.9 $41.6 $49.1 $13.3 $9.0 $21.8 $19.7 $6.1 $12.9

Historical IPO Backlog

Total ($bn) # of Deals $100 450 $90 400 $80 350 $70

300 # of Deals $60 250 $50 200 $40 150

$30 Total Filed($bn) Total $20 100 $10 50 $0 0 Sep Oct Nov Dec Jan Feb Mar Apr May June July August Sep

Source: Bloomberg & Dealogic. 3 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021 Recently Priced Follow-Ons(1)

Base Offer As Returns Green Shoe Revised % of Multiple Pricing Deal Base Deal Exercised Deal Size % Mkt Mkt of File to P+1 P to Date Type Issuer Ticker Size ($mm) (Y/N) % Chg Secondary Cap ($mm) Cap ADTV Offer % Day Current Industry Financal Sponsor

09/24/21 A TELUS International (Cda) Inc TIXT $490 20.0% 100.0% $1,863 26.3% 53.7x (8.0%) 5.9% 5.9% Computers & Electronics Baring Private Equity Ltd

09/24/21 A America First Multifamily Investors LP ATAX $29 - 0.0% $420 6.9% 29.0x (8.6%) 1.2% 1.1% Finance

09/24/21 A Onconova Therapeutics Inc ONTX $21 - 0.0% $106 19.8% 2.9x (17.8%) (3.8%) (3.8%) Healthcare

09/23/21 B Magnolia Oil & Gas Corp MGY $124 - 100.0% $3,030 4.1% 4.6x (4.2%) 0.4% 0.4% Oil & Gas

09/23/21 A Invitation Homes Inc INVH $500 - 0.0% $23,830 2.1% 3.2x (1.1%) (1.0%) (1.0%) Real Estate/Property

09/22/21 M Argo Blockchain plc ARBK $113 Y - 0.0% $980 11.5% - (18.5%) 11.7% 10.7% Computers & Electronics

09/22/21 A RBC Bearings Inc ROLL $555 Y - 0.0% $5,380 10.3% 15.1x (14.2%) 7.9% 14.2% Machinery

09/22/21 A Bill.com Holdings Inc BILL $1,200 Y - 0.0% $28,048 4.3% 3.0x (4.1%) 0.9% 0.4% Computers & Electronics

09/22/21 A Leap Therapeutics Inc LPTX $90 Y - 0.0% $311 28.9% 6.7x (16.4%) 14.0% 25.3% Healthcare

09/22/21 A Safehold Inc SAFE $167 Y 10.0% 0.0% $4,255 3.9% 16.3x (4.5%) 4.8% 0.6% Real Estate/Property

09/22/21 A Hyatt Hotels Corp H $522 Y - 0.0% $8,210 6.4% 11.5x 1.1% 3.4% 7.1% Dining & Lodging

09/22/21 B Warner Music Group Corp WMG $103 - 100.0% $23,147 0.4% 3.3x (2.2%) (1.8%) 0.5% Publishing

09/22/21 A Synlogic Inc SYBX $45 Y - 0.0% $235 19.1% 35.4x (14.0%) 6.0% 5.7% Healthcare

09/22/21 B Rexford Industrial Realty Inc REXR $566 - 0.0% $8,864 6.4% 12.8x (0.5%) (0.1%) (1.1%) Real Estate/Property

09/22/21 A Grindrod Shipping Holdings Ltd GRIN $25 - 100.0% $303 8.2% 10.4x (14.0%) 19.9% 14.1% Transportation

09/21/21 M VersaBank VBNK $55 - 0.0% $259 21.2% 480.1x (23.7%) 35.0% 9.9% Finance

09/21/21 A Viridian Therapeutics Inc VRDN $68 Y - 0.0% $158 43.0% 35.8x 2.9% 14.6% 45.1% Healthcare

09/16/21 A ATyr Pharma Inc LIFE $75 - 0.0% $219 34.3% 1.8x (6.1%) 28.3% 28.1% Healthcare

09/15/21 A Leslie's Inc LESL $348 Y 21.7% 100.0% $4,247 8.2% 8.4x (11.7%) 2.8% (0.2%) Retail GIC Pte Ltd L Catterton

09/15/21 A APi Group Corp APG $400 Y - 0.0% $4,560 8.8% 17.4x (7.6%) 0.9% 2.7% Construction/Building

20 Transactions Mean: $275 17.2% 25.0% $5,921 13.7% 39.6x (8.7%) 7.5% 8.3% Median: $118 20.0% 0.0% $2,446 8.5% 11.5x (7.8%) 4.1% 4.2%

LTM Follow-On Issuance by Month

$40.0 4,700 4,500 4,300 $28.9 $30.0 4,100 $26.1

3,900 S&P 500Index $24.0 $24.8 3,700 $20.2 3,500 $20.0 $17.7 $16.1 3,300 $14.0 $12.4 $12.4 $12.9 3,100 $10.3 2,900 $8.5 $10.0 2,700

FO Proceeds ($bn) / # of FOs of # / ($bn) Proceeds FO 2,500 54 45 51 72 91 115 101 38 40 64 36 42 59 2,300 $0 2,100 Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep LTM Follow-On Issuance Monthly File-to-Offer Discounts(2)

Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep 0.0%

(6.0%)

(5.9%)

Offer (%) Offer

- to - (9.1%) (9.6%) (9.6%) File (10.5%) (10.5%) (12.0%) (11.0%) (12.4%) (12.8%) (13.1%) (12.9%) (13.6%) (15.3%) (18.0%)

Source: Bloomberg & Dealogic. (1) M = Marketed; A = Accelerated; B= Block. (2) LTM Follow-On Issuance Monthly File-to-Offer Discounts excludes bought deals. 4 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021

U.S. Convertible & Equity-Linked Issuance and Market Commentary

. On September 22, Bill.com Holdings Inc. (NYSE: BILL) priced a $575.0 million offering of 0.00% up 52.5% Convertible Senior Notes due 2027  The transaction priced at the low-end of the coupon marketing range (0.0% – 0.25%) and above the high-end of the premium marketing range (45.0% – 50.0%)  The Notes are provisionally callable after year 3 subject to a 130.0% stock price trigger with a make-whole feature  The Company simultaneously entered into a capped call transaction to increase the effective conversion premium to up 100.0%  The Company intends to use the net proceeds to fund the cost of the capped call and for general corporate purposes  RBC served as Joint Capped Call Counterparty

. On September 22, RBC Bearings Incorporated (NASDAQ: ROLL) priced a $460.0 million offering of 5.00% up 22.5% Mandatory Convertible Preferred Stock due 2024  The transaction priced at the low-end of the dividend marketing range (5.00% – 5.50%) and the midpoint of the premium marketing range (20.0% – 25.0%)  The Company concurrently priced $638.3 million of common stock in a follow-on offering  The Company intends to use the net proceeds from the offerings to finance a portion of the purchase price for the Dodge Mechanical Power Transmission Business and for general corporate purposes

. On September 22, Inotiv Inc. (NASDAQ: NOTV) priced a $125.0 million offering of 3.25% up 35.0% Convertible Senior Notes due 2027  The transaction was upsized from a base deal size of $110.0 million and priced at the midpoint of the coupon marketing range (3.00% – 3.50%) and at the high-end of the premium marketing range (30.0% – 35.0%)  The Notes are provisionally callable after year 3 subject to a 130.0% stock price trigger with a make-whole feature  The Company intends to use the net proceeds to fund the cash purchase price of Inotiv’s previously announced acquisition of Envigo

5 RBC Capital Markets U.S. EQUITY CAPITAL MARKETS WEEKLY For the week ended September 24th, 2021

Equity Capital Markets Origination

Michael Goldberg Head of ECM (212) 548-3102 [email protected]

Aerospace

Business Services

Consumer

Industrials

Jason Levitz Ivana Rupcic-Hulin Chip Wadsworth Managing Director Managing Director Managing Director (212) 428-7970 (212) 428-2358 (415) 633-8529 [email protected] [email protected] [email protected]

Healthcare Real Estate Technology

Financial Services Media

Phil Capen Michael Ventura Matthew Rein Managing Director Managing Director Managing Director (914) 715-2255 (212) 428-6932 (212) 428-2317 [email protected] [email protected] [email protected]

Healthcare SPACs Technology

Energy Media

Young Kim Mining Managing Director TJ Opladen (212) 437-9256 Power & Utilities Director [email protected] (914) 262-2485 [email protected] Energy Emiley Jellie ATMs Renewables Director (212) 428-6331 Share Repurchase [email protected] Mining

Power & Utilities

Equity Syndicate

John Reed Jennifer Caruso Head, Managing Director Managing Director (212) 858-7492 (212) 858-6081 [email protected] [email protected]

Equity-Linked Origination and Corporate Equity Derivatives

Graeme Bath Suvir Thadani Spencer Cherniak Head of Corporate Equity Derivatives Head of Equity-Linked Director (212) 618-7611 (212) 428-3013 (212) 428-3040 [email protected] [email protected] [email protected]

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