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Keybanc Capital Markets Confidential Equity Capital Market Transactions KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. Selected Follow-on Equity Offerings September 2013 August 2013 July 2013 June 2013 May 2013 $158,700,000 $146,625,000 $104,937,500 $132,000,000 $95,400,000 Follow-On Follow-On Follow-On Follow-On Follow-On Offering Offering Offering Offering Offering Senior Co-Manager Co-Bookrunner Co-Bookrunner Senior Co-Manager Co-Bookrunner May 2013 May 2013 May 2013 May 2013 May 2013 $109,882,500 $738,990,000 $1,690,500,000 $179,112,500 $179,113,000 Follow-On Follow-On Follow-On Follow-On Follow-On Offering Offering Offering Offering Offering Co-Bookrunner Senior Co-Manager Senior Co-Manager Co-Bookrunner Co-Bookrunner KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 2 Selected Follow-on Equity Offerings March 2013 March 2013 March 2013 March 2013 February 2013 $369,150,000 $218,212,500 $342,792,000 $269,100,000 $180,262,500 Follow-On Follow-On Follow-On Follow-On Follow-On Offering Offering Offering Offering Offering Co-Bookrunner Co-Bookrunner Co-Manager Co-Manager Co-Bookrunner February 2013 February 2013 February 2013 January 2013 January 2013 $299,402,500 $95,450,000 $197,800,000 $173,003,125 $155,250,000 Follow-On Follow-On Follow-On Follow-On Follow-On Offering Offering Offering Offering Offering Co-Manager Co-Bookrunner Co-Lead Manager Co-Manager Co-Lead Manager KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 3 Select Initial Public Equity Offerings October 2013 October 2013 January 2013 April 2012 May 2011 $257,500,000 $1,068,925,000 $360,525,000 $292,560,000 $568,710,000 Initial Public Initial Public Initial Public Initial Public Initial Public Offering Offering Offering Offering Offering Co-Bookrunner Co-Manager Co-Manager Co-Bookrunner Co-Manager February 2011 January 2011 September 2010 June 2010 April 2010 $253,500,000 $648,312,000 $310,960,000 $250,240,000 $210,000,000 Initial Public Initial Public Initial Public Initial Public Initial Public Offering Offering Offering Offering Offering Co-Manager Co-Manager Co-Lead Manager Co-Manager Senior Co-Manager KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 4 Select At-the-Market Offering Programs August 2013 July 2013 June 2013 May 2013 May 2013 10 million shares 8 million shares $250,000,000 $209,000,000 $150,000,000 At-the-Market At-the-Market At-the-Market At-the-Market At-the-Market Offering Offering Offering Offering Offering Sales Agent Sales Agent Sales Agent Sales Agent Sales Agent March 2013 March 2013 February 2013 January 2013 November 2012 $500,000,000 $300,000,000 4.5 million shares $100,000,000 $150,000,000 At-the-Market At-the-Market At-the-Market At-the-Market At-the-Market Offering Offering Offering Offering Offering Sales Agent Sales Agent Sales Agent Sales Agent Sales Agent KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 5 Select Convertible Notes Offerings July 2013 July 2013 February 2013 July 2011 April 2011 $300,000,000 $300,000,000 $125,000,000 $350,000,000 $86,250,000 3.625% Exchangeable 3.75% Exchangeable Senior 3.75% Exchangeable 4.25 % Exchangeable 5.00% Convertible Junior Senior Notes due 2020 Notes due 2018 Senior Notes due 2020 Senior Notes due 2018 Subordinated Notes due 2041 Co-Lead Manager Co-Bookrunner Co-Manager Co-Lead Manager Co-Manager November 2010 March 2010 January 2010 January 2010 October 2009 $350,000,000 $240,000,000 $115,000,000 $180,000,000 $200,000,000 1.75% Exchangeable 4.25% Exchangeable 6.00 % Exchangeable 3.75% Exchangeable 5.00% Exchangeable Senior Notes due 2040 Senior Notes due 2030 Senior Notes due 2030 Senior Notes due 2030 Senior Notes due 2016 Sr. Co-Manager Co-Manager Co-Manager Senior Co-Manager Co-Lead Manager KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 6 Confidential M&A Transactions KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. Select M&A Transactions has sold a portfolio of senior living communities to has acquired energy Has been acquired by infrastructure assets from Sellside Advisory and Entity Level Sale and Fairness Opinion Acquisition Growth Capital $3+ Billion $81 million $650 million $225 Million $4.3 Billion Financial Advisor Sellside Advisor Sellside Advisor Buyside Advisor Sellside Advisor Joint and Venture Partner has sold a portfolio of 16 has been acquired by has merged with has sold part of its has acquired senior living communities to retail portfolio to And Joint Venture affiliates $362 Million $391 Million $275 Million $189 Million $247 Million Sellside Advisor Sellside Advisor & Sellside Advisor & Sellside Advisor Buyside Advisor Fairness Opinion Fairness Opinion KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. 8 Confidential Debt Capital Market Transactions KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. Select Preferred Equity Offerings March 2013 December 2012 December 2012 December 2012 October 2012 $85,000,000 $135,000,000 $115,000,000 $75,000,000 $125,000,000 Preferred Stock Offering Preferred Stock Preferred Stock Offering Preferred Stock Offering Preferred Stock Offering Offering Senior Co-Manager Co-Manager Co-Manager Senior Co-Manager Co-Lead Manager September 2012 September 2012 July 2012 July 2012 June 2012 $172,500,000 $115,614,068 $100,000,000 $46,000,000 $172,500,000 Preferred Stock Offering Preferred Stock Preferred Stock Offering Preferred Stock Offering Preferred Stock Offering Offering Co-Manager Co-Manager Co-Manager Co-Lead Manager Co-Manager KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association ("KeyBank N.A."), are marketed. Securities products and services are offered by KeyBanc
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