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2013 Capital Markets Year in Review

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2013 Capital Markets Year in Review 2013 Capital Markets Year in Review January 2014 PIPER JAFFRAY CAPITAL MARKETS Since 1895. Member FINRA, NYSE, and SIPC. © 2014 Piper Jaffray & Co. piperjaffray.com Table of Contents Section I 2013 Year in Review Section II IPO Market Review Section III Follow-on Offering Market Review SiSection IV CfidillConfidentially MkdMarketed FllFollow-on (URD), Reg istere d Direct & PIPE Market Review Section V Convertible Market Review Appendix A Piper Jaffray Credentials 1 Section I 2013 Year in Review 2013 Year in Review 2013 Global Index Performance 2003 - 2012 Global Index Performance Japan (Nikkei) 57% India (Sensex) 475% U.S. (Nasdaq) 38% Brazil (Bovespa) 441% U.S. (Russell 2000) 37% Russia (RTS) 325% U.S. (S&P 500) 30% Hong Kong (Hang Seng) 143% U.S. (Dow Jones) 26% U.S. (Nasdaq) 126% Australia (ASX) 15% U.S. (Russell 2000) 122% U. K. (FTSE) 14% Canada (Toronto) 88% Canada (Toronto) 10% China (Shanghai) 67% India (Sensex) 9% U.S. (S&P 500) 62% Hong Kong (Hang Seng) 3% U.S. (Dow Jones) 57% Russia (RTS) -6% Australia (ASX) 54% China (Shanghai) -7% U.K. ()(FTSE) 50% -15% Brazil (Bovespa) Japan (Nikkei) 21% -20% -10% 0% 10% 20% 30% 40% 50% 60% 0% 100% 200% 300% 400% 500% 2013 S&P 500 Subsector Performance 2003 - 2012 S&P 500 Subsector Performance Cons. Disc 41% Energy 192% Health Care 39% Info Tech 110% Industrials 38% Cons. Disc 107% Financials 33% Materials 94% S&P 500 30% Utilities 82% IfInfo Tec h 26% Cons. StlStaples 76% Cons. Staples 23% Industrials 72% Materials 23% S&P 500 62% Energy 22% Health Care 50% Utilities 9% Financials -26% -10% 0% 10% 20% 30% 40% 50% -50% 0% 50% 100% 150% 200% 250% Source: Capital IQ Returns stated in each country’s local currency 3 2013 Year in Review 2013 marked the best U.S. Historical Index Performance by Year overall yearly 50% performance for the major U.S. indices 40% 37% since 2003 33% 30% 28% . Indices SS 20% 17% 14% 13% 9% 10% 4% 2% 0% y Year y Year Major ofU. 0% bb -10% -10% -15% -20% verage % % verage Return -23% AA -30% -40% -37% -50% 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Dow Jones (6%) (7%) (17%) 25% 3% (1%) 16% 6% (34%) 19% 11% 6% 7% 26% Nasdaq (39%) (21%) (32%) 50% 9% 1% 10% 10% (41%) 44% 17% (2%) 16% 38% S&P 500 (10%) (13%) (23%) 26% 9% 3% 14% 4% (38%) 23% 13% (0%) 13% 30% Russell 2000 (4%) 1% (22%) 45% 17% 3% 17% (3%) (35%) 25% 25% (5%) 15% 37% Average (15%) (10%) (23%) 37% 9% 2% 14% 4% (37%) 28% 17% (0%) 13% 33% Source: Capital IQ Returns stated in each country’s local currency 4 2013 Year in Review The VIX is a measure of CBOE Market Volatility Index (VIX) since 1990 expectations for First Asian Russian 9/11 Arthur Andersen Iraq 2008 Flash Crash / volatility within the S&P Gulf War FinancialFinancial War Global U.S. & 100 Financial Terrorist / WorldCom 500 over the next 30 Crisis Crisis Attack Accounting Financial European Debt Scandals Crisis Concerns days 90 80 70 60 VIX Averages: 2013: ~14 50 2010 – 2012: ~22 40 2008 – 2009:~32 2004 – 2007: ~15 30 20 10 0 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Source: Capital IQ & Piper Jaffray ECM 5 2013 Year in Review Since peaking in Q4 Unemployment Rate 2009, the 12% unemployment rate has 9.9% 9.6% 9.8% 9.6% continued to improve, 10% 9.3% 9.5% 9.5% 9.0% 9.0% 9.0% 8.7% and touched 7.0% in 8.3% 8.3% 8.2% Average = 7.7% 8.0% 7.8% 8% 7.7% 7.6% November for the first 6.9% 7.3% 7.1% time since 2008 6.0% 6% 5.3% 4.8% 5.0% 4.5% 4.5% 4.7% 4% 2% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 '07 '08 '09 '10 '11 '12 '13 Consumer Confidence ISM Manufacturing Index Consumer Confidence rebounded in 2013 after 120 65 experiencing two 60 100 stagnant years in 2011 Median = 55 55 and 2012 80 Median = 63 50 60 45 40 40 20 35 0 30 Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct '07 '08 '09 '10 '11 '12 '13 '07 '08 '09 '10 '11 '12 '13 Source: Thomson Baseline & Bloomberg Denotes Forecast 6 2013 Year in Review U.S. quarterly GDP grew U.S. Real GDP YoY Growth steadily throughout 4% 3.5% 2013 and is expected to 28%2.8% 27%2.7% 1.9% 2.0% 2.0% grow 2.7% in 2014 2% 0% -0.2% -2% -2.8% -4% -6% 2007 2008 2009 2010 2011 2012 2013 2014 The S&P 500 index S&P 500 YoY Revenue Growth finished with its highest 10% 9.3% 40% annual year-end return 7.8% 8% since 1997 (+29.6%) 6.1% 6% 4.6% 20% 4.1% after realizing slower 4.1% 4% 2.5% year-over-year revenue 2% 0% 0% growth -2% -20% P 500 Return 0 Revenue Growth Revenue 0 && 00 -4% S S&P 5 -6% S&P 500 YoY Revenue Growth -40% -8% S&P 500 YoY Index Return -10% -9.0% -60% 2007 2008 2009 2010 2011 2012 2013 2014 Source: Capital IQ & Bloomberg Denotes Forecast 7 2013 Year in Review 2013 equity fund flows Equity Fund Flows Since 2006 $250 more than quintupled FY = $210B 2012 inflows as investors gained $200 confidence in the equity markets $150 Fund Flows: FY = $116B CY 2013: +$210 billion illions) $100 BB FY = $58B CY 2012: +$40 billion ($ in ($ in FY = $40B $50 FY = $24B FY = $5B $0 FY = ($6B) -$50 FY = ($3B) 1/4/062006 1/4/072007 1/4/08 2008 1/4/09 2009 1/4/10 2010 1/4/11 2011 1/4/12 2012 1/4/13 2013 Source: Thomson Reuters – Lipper U.S. Fund Flows Data as of December 31, 2013 8 Section II IPO Market Review IPO Market Review There have been three Historical Volume peaks in the IPO market IPO Activity by Year Since 1995 since 1995 600 531 1995-2000 Mean = 398 500 453 The 210 IPOs done in 409 2013 were the most 400 372 372 2004-2007 Mean = 210 since 2007 and 62% POs II 300 252 233 greater than 2012 213 # of 210 194 197 2010-2012 Mean = 136 200 153 125 130 80 76 100 70 58 30 0 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 The nearly $60B in capital raised in 2013 is IPO Capital Raised Year Since 1995 $80 the most since 2000 and $70.9 $69.4 a 40% increase from $70 1995-2000 Mean = $50.4B 2004-2007 Mean = $48.0B $59.9 2012 $60 $53.1 $51.5 2010-2012 Mean = $42.4B $46.4 $50 $46.9 $43.7 $42.6 $40.7 $42.6 $39.0 $40.2 $40 $37.8 l Raised ($B) $34.6 aa $30 $26.8 $24.8 Capit $17.7 $19.5 $20 $10 $0 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Source: Dealogic & Piper Jaffray ECM Includes deals greater than $20 million in deal size Excludes CEFs, BCC/SPACs 10 IPO Market Review Pricing and aftermarket Performance by Sector 2013 IPO Activity performance each Capital % Chg Price % Chg % Chg % Chg improved greater than Raised File to Offer / Offer / Offer / 100% in 2013 versus Sector No. ($B) Offer 1-Day 30-Day YE'13 Business Services 4 $1.0 -11% 13% 10% 24% 2012 Clean Technology 3 $0.2 -20% 9% 3% 16% Consumer 16 $8.9 9% 44% 49% 54% Energy & Mining 25 $12.4 0% 6% 10% 30% Financial 28 $6.8 -1% 6% 8% 28% Health Care 54 $10.2 -9% 22% 33% 51% Industrials 13 $4.2 -6% 7% 14% 25% On average, 2013 IPOs Media 2 $0.6 2% -2% -15% 3% priced below the Real Estate 3 $0.4 -14% 12% 15% 32% REIT 14 $4.9 -5% 3% 4% 7% midpoint of the range, Technology 43 $9.0 6% 32% 46% 65% Transportation 5 $1. 2 -4% 4% 13% 25% but traded up 42% Total 210 $59.9 -2% 18% 26% 42% 2012 IPO Activity Capital % Chg Price % Chg % Chg % Chg Raised File to Offer / Offer / Offer / Sector No. ($B) Offer 11Day-Day 30-Day YE'12 Business Services 3 $0.7 -21% 9% 21% 20% Clean Technology 5 $0.4 -39% 22% 13% -26% Consumer 14 $2.5 2% 21% 26% 20% Energy & Mining 23 $8.4 -4% 8% 8% 8% Financial 16 $3.0 -9% 1% 2% 28% Health Care 15 $1.1 -20% 13% 20% 35% Industrials 9 $2.6 -12% 11% 11% 22% Media 1 $0.2 30% 92% 49% -4% Real Estate 1 $1.2 8% 27% 40% 55% REIT 7 $1.6 -8% 1% 3% 13% Technology 34 $20.5 5% 20% 26% 26% Transportation 2 $0.4 -30% -6% -11% -3% Total 130 $42.
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