4 Piper Jaffray Bowdoin Presentation

  • 1,752 views
Uploaded on

 

  • Full Name Full Name Comment goes here.
    Are you sure you want to
    Your message goes here
    Be the first to comment
No Downloads

Views

Total Views
1,752
On Slideshare
0
From Embeds
0
Number of Embeds
0

Actions

Shares
Downloads
28
Comments
0
Likes
1

Embeds 0

No embeds

Report content

Flagged as inappropriate Flag as inappropriate
Flag as inappropriate

Select your reason for flagging this presentation as inappropriate.

Cancel
    No notes for slide

Transcript

  • 1. Begin your journey Piper Jaffray Bowdoin College Information Session September 21, 2006
  • 2. Who We Are Piper Jaffray is the leading middle market investment bank • Client-focused securities firm dedicated to delivering superior financial advice, products and transaction execution to businesses, institutions non-profits and public entities within targeted sectors • Industry leader – M&A – Equity / Debt – Restructuring – Research • Operates through two business segments: – Corporate and Institutional Services – Public Finance Services 2
  • 3. More Than 100 Years of Guiding Clients 1895 1971 1992 1998 2003 2006 In 1895 George In 1971 Piper, In 1992 Piper, In 1998 Piper In 2003 Piper In 2006 Piper B. Lane Jaffray & Jaffray & Jaffray was Jaffray once Jaffray Commercial Hopwood Hopwood became acquired by U.S. again became completed the Paper and became the first Piper Jaffray Inc. Bancorp and in an independent, sale of the Collateral Loans regional and the holding 1999 changed its public securities company’s & Co. was brokerage firm company name name to U.S. firm through a Private Client established and to offer its own changed to Piper Bancorp Piper spin-off from Services branch in 1917 merged stock for public Jaffray Jaffray. U.S. Bancorp. network. with Piper, sale. Companies Inc. Jaffray & Co. to form Lane, Piper & Jaffray. 3
  • 4. Leading Middle Market Company Focus Most Active IPO Underwriters in 2005 Piper Jaffray Focus Sectors IPOs Overall Rank Manager # of Deals Rank Manager # of Deals ranked #1 in the 1 Piper Jaffray 31 1 Credit Suisse First Boston 45 number of IPOs 2 Credit Suisse First Boston 27 2 J.P. Morgan 42 3 J.P. Morgan Securities 26 3 Citigroup Global Markets 40 completed in its 4 Goldman Sachs 25 4 UBS Securities 38 focus sectors—the 5 Merrill Lynch & Co. 25 5 Goldman Sachs 37 6 Citigroup Global Markets 23 6 Lehman Brothers 36 growth areas of 7 Banc of America Securities 22 7 Merrill Lynch 34 8 Lehman Brothers 22 8 Deutsche Bank Securities 32 the economy— 9 CIBC World Markets 22 9 Piper Jaffray 31 and ranked #9 in 10 Deutsche Bank Securities 20 10 Morgan Stanley 29 11 Wachovia Capital Markets 20 11 Banc of America Securities 29 the number of 12 Morgan Stanley 19 12 Jefferies & Co. 28 IPOs completed 13 William Blair & Co. 19 13 CIBC World Markets 28 14 Thomas Weisel Partners 18 14 Bear Stearns & Co. 27 overall in 2005 15 UBS Securities 16 15 Wachovia Capital Markets 26 Source: Dealogic and Piper Jaffray
  • 5. Top 20 M&A Advisors In 2005 Number of Number of Middle Market Advisors* Deals Closed All Advisors Deals Closed Houlihan Lokey Howard & Zukin 126 Goldman Sachs & Co. 151 Jefferies & Co. 76 Houlihan Lokey Howard & Zukin 126 Wachovia 69 Citigroup 113 Piper Jaffray 48 Morgan Stanley 113 M&A International 40 JP Morgan 109 Keefe Bruyette & Woods 38 Credit Suisse 108 William Blair & Co. 36 Banc of America Securities 103 Sandler O’Neill & Partners 35 Merrill Lynch 103 Lincoln Partners 33 UBS Warburg 96 Daniels & Associates 32 Lehman Brothers 92 BB&T 30 Jefferies & Co. 76 KPMG Corporate Finance 27 Wachovia 69 Goldsmith Agio Helms & Co. 26 Lazard 62 Raymond James & Associate 24 Deutsche Bank 60 CIBC World Markets 24 Piper Jaffray 48 Robert W. Baird & Co. 23 M&A International 40 Rothschild 21 Bear Stearns & Co. 39 Stephens 20 Keefe Bruyette & Woods 38 McDonald Investments 20 William Blair & Co. 36 RBC Capital Markets 18 Sandler O’Neill Partners 35 Source: Thomson Financial and Piper Jaffray; U.S. based buyers/sellers only * Excludes Investment Banks with Average Deal Size>$500 million
  • 6. Our Guiding Principles Since its beginning in 1895, Piper Jaffray has built its business by committing itself to its clients, people and communities. We create and implement superior financial solutions for our clients. Serving clients is our fundamental purpose. We earn our clients’ trust by delivering the best guidance and service. Great people are our competitive advantage. As we serve, we are committed to these core values: Always place our clients’ interests first Conduct ourselves with integrity and treat others with respect Work in partnership with our clients and each other Maintain a high-quality environment that attracts, retains and develops the best people Contribute our talents and resources to serve the communities in which we live and work 6
  • 7. Guides for the Journey • We are committed to guiding our clients to success. • The best guides are: – resourceful when the options are few – aggressive in reacting to changing conditions – trustworthy by remaining firmly committed to their clients’ success • The same traits are inherent in the best investment bankers. • It is our culture at Piper Jaffray--we will help you become the best guide for our clients’ journeys. 7
  • 8. Broad Product Offering Capabilities Equity Securities M&A Advisory Convertible Securities Debt Capital Markets More resources dedicated to middle Top-ranked middle market M&A Significant experience in various types of Dedicated debt capital markets team: market growth companies on Wall advisor: convertible offerings including: • More than 300 debt financings Street: • Industry-focused M&A teams • Standard new issue offerings– raising $115 billion since 2002 • Lead manager on top performing • Middle market M&A team focused overnight and marketed transactions • Dedicated team of leveraged IPOs in recent years on industrial and manufacturing • Placement of private convertible finance experts with more than 120 • Leading aftermarket trading services industries notes or preferred stock offerings years of collective experience support • Deep relationships with financial • Refinancing of existing convertibles • Product expertise across entire • Largest number of middle market and strategic investors • Public and private restructuring of leveraged capital spectrum and companies under coverage in focus • Advised more than 320 M&A existing convertible debt powerful distribution capabilities sectors transactions worth $45 billion since • Senior, subordinated and • 350 companies under coverage with 2000 syndicated loan capabilities $2 billion or less market cap through CIT Group High-Yield & Structured Products Private Placements Financial Restructuring Corporate & Venture Services Brings consultative approach to research Extensive industry expertise and Leading advisor to financially stressed Dedicated corporate and venture and client relationships: knowledge of the marketplace: and distressed businesses, creditor services team with more than 70 years • Focused on securities under stress, • Discussions with more than 800 constituencies and equity investors: combined experience: bringing liquidity to an illiquid institutional investors focused on • Proven experience in Chapter 11, • Managed more than 140 market private companies out-of-court workouts, sale of distributions and traded more than • Credit analysis that delivers deep, • Raised more than $1.6 billion in assets, reorganizations, acquisitions 421 million shares since 2003 forward-looking examination of private placement transactions since and exchange and tender offers • Average block trade size of $35 securities 2000 • Accurate company and securities million • Value-added research on valuations • Managed over 340 10b5-1 trading collateralized debt obligations, • Ability to successfully evaluate plans aircraft finance, health care and various situations • Completed 68 Directed Share distressed credits • Access to key strategic relationships Programs with up to 2,000 participants; 31 were lead managed
  • 9. Unparalleled Industry Expertise • Ranked #1 in number of IPOs completed in our focus sectors in Alternative Energy Health Care 2005 • • Clean Technology Distributed Power Generation • • BioPharmaceuticals Health Care Services • Lead manager on the top • • Ethanol/Bio-Fuels Fuel Cells • • Information-Driven Health Care Life Sciences Tools/Diagnostics performing IPOs in the industry in • Solar Power • Medical Technology • Wind recent years Industrial Growth Business Services • Aerospace • Nominated advisor to leading • Business Information Services • Automotive Products • Facilities Services • Building Products European growth companies • Human Resource Services • Flow & Process Controls • Industrial Services • Industrial Distribution • Top ranked middle market M&A • Learning Services • Metal Processing • Marketing Services • Packaging advisor • Professional Services • Plastic Processing • Security & Safety Consumer • Specialty Chemicals • Apparel, Footwear & Softline Retail • Specialty Vehicles • Consumer Products • Other Manufacturing & Services • Food & Beverage • Restaurants Technology • Specialty & Hardlines Retail • Computer Hardware & Semiconductors • Enterprise Software Financial Institutions • Internet • Asset Management • IT Services • Broker-Dealers • Wireline & Wireless Communications • Depository Institutions • Financial Technology & Services • Insurance • Specialty Finance
  • 10. Consumer $468,386,400 Apparel and Apparel $265,000,000 Retail Consumer Products has agreed to be acquired by has agreed to acquire Initial Public Offering Bookrun Initial Public Offering Services Acquisition Corp. International and Follow-On Offering Food & Beverage Pending Pending Pending August 2006 Restaurants $135,000,000 $44,845,338 $174,538,150 Specialty Retail Sole Managed has been acquired by Follow-On Offering Initial Public Offering Pending August 2006 June 2006 February 2006 $382,184,810 $98,920,060 $78,000,000 has been acquired by Recapitalization Follow-On Offering Follow-On Offering May 2006 May 2006 May 2006 April 2006 10
  • 11. Alternative Energy $250,000,000 Solar Solar Thin-Film Supplier Solar / Polysilicon Wind Bookrun Sole-Managed Co-Managed Bio-fuels Initial Public Offering Private Placement Initial Public Offering Pending Pending Pending Hydrogen $300,000,000 $95,737,500 Fuel Cells $75,000,000 Advanced Materials Bookrun Bookrun Bookrun Initial Public Offering Initial Public Offering Follow-On Offering Pending Pending August 2006 $25,775,000 $394,450,000 $22,099,200 Sole-Managed Co-Managed Bookrun Private Placement Follow-On Offering Initial Public Offering May 2006 March 2006 August 2005
  • 12. Financial Institutions • Banks & Investment Undisclosed $95,738,000 $39,096,000 $423,720,000 Banks Patriot Capital Funding, Inc. has been acquired by Follow-On Offering Follow-On Offering Follow-On Offering • Financial Meridian Bank, N.A. Bookrunning Manager Co-Lead Manager Co-Manager a subsidiary of Technologies & Services August 2006 June 2006 June 2006 April 2006 • Specialty Finance $413,600,000 $146,625,000 $10,000,000 $100,000,000 • Specialty Insurance Follow-On Offering Reg Direct Offering Preferred Units Co-Manager Initial Public Offering Sole Placement Agent Sole Placement Agent March 2006 March 2006 February 2006 February 2006 $60,000,000 $115,900,000 $40,000,000 $429,275,000 Initial Public Offering Follow-On Offering Sr. Unsecured Notes Follow-on Offering Co-Manager Co-Lead Manager Exclusive Placement Co-Manager Agents February 2006 January 2006 December 2005 October 2005
  • 13. Health Care $96,342,973 $715,000,000 $50,600,000 $519,000,000 BioPharmaceuticals Health Care Services Follow-on has acquired has been acquired by Information-Driven Offering Initial Public Offering Health Care July 2006 July 2006 March 2006 February 2006 Medical Technology $104,500,000 $1,189,400,000 $150,000,000 $260,000,000 Tools & Diagnostics has been acquired by has been acquired by Merged with has been acquired by December 2005 November 2005 August 2005 July 2005 $167,650,000 $33,975,429 $56,400,000 $45,000,000 Joint Bookrun Sole Bookrun Sole Bookrun Lead Managed Initial Public Offering Follow-On Offering Initial Public Offering Convertible Offering June 2005 June 2005 April 2005 February 2005 13
  • 14. Technology & Communications $92,200,000 $25,775,000 $25,000,000 $121,000,000 Computer Hardware & Semiconductors has acquired CRS has been acquired by Retail Systems Inc. Wireline & Wireless from Communications PIPE Offering Private Placement June 2006 May 2006 February 2006 December 2005 Enterprise Software $310,000,000 $21,000,000 $109,090,854 $141,000,000 Internet IT Services has acquired has been acquired by Sole Bookrun Initial Public Offering Initial Public Offering August 2005 August 2005 August 2005 June 2005 $241,500,000 $199,391,400 $1,012,000,000 $529,000,000 Sole Bookrun has acquired Convertible & Convertible & Follow-On Offering Follow-On Offering Initial Public Offering February 2005 November 2004 August 2004 July 2004 14
  • 15. Industrial Growth Aerospace a portfolio company of Automotive Products has acquired has sold a portfolio company of has been acquired by Building Products to has been acquired by Flow & Process July 2006 June 2006 May 2006 April 2006 Controls Industrial Distribution a portfolio company of a portfolio company of has been recapitalized by a division of Metal Processing with United Road Services Inc. has been acquired by has been acquired by has been acquired by Packaging March 2006 January 2006 November 2005 November 2005 Plastic Processing Security & Safety Numatics, Incorporated a portfolio company of a portfolio company of Specialty Chemicals a portfolio company of has been acquired by has been acquired by has been acquired by an Specialty Vehicles affiliate of has been acquired by Emerson Electric Company Other Manufacturing October 2005 October 2005 September 2005 September 2005 & Services 15
  • 16. Business Services Business Information Services PROJECT BRUINS PROJECT CHAMPAGNE Facilities Services IT Solutions Provider Rental Services Provider INITIAL PUBLIC OFFERING INITIAL PUBLIC OFFERING Human Resource Services In Process In Registration In Registration In Process Industrial Services Learning Services A PORTFOLIO COMPANY OF Marketing Services INITIAL PUBLIC OFFERING FOLLOW-ON OFFERING INITIAL PUBLIC OFFERING HAS BEEN ACQUIRED BY Professional Services August 2006 July 2006 March 2006 February 2006 IT Services a portfolio company of HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY has been acquired by INITIAL PUBLIC OFFERING December 2005 November 2005 September 2005 August 2005 16
  • 17. Private Placements $25,000,000 $45,200,000 $21,500,000 $112,500,000 Serve as agent to raise private equity and/or debt Series A Convertible Series C Convertible Series A Convertible Typical transaction Preferred Stock Preferred Stock Preferred Stock Preferred Equity range–$20 to $50 July 2006 July 2006 June 2006 February 2006 million $24,476,000 $12,000,000 $32,500,000 $18,000,000 Structure deals, identify investors Series G Convertible Private Placement Series B Convertible Series C Convertible and manage the Preferred Stock Common Stock Preferred Stock Preferred Stock process February 2006 December 2005 November 2005 August 2005 Quality relationships $13,000,000 $22,500,000 $46,500,000 $80,000,000 with venture capital and private equity investors Series C Convertible Series D Convertible Series A Convertible Private Placement Preferred Stock Preferred Stock Preferred Stock Common Stock July 2005 December 2004 November 2004 October 2004 17
  • 18. Restructuring
  • 19. Convertible Securities Overnight and marketed transactions (typically Standard new • under Rule 144A) Prospectus Offering Memorandum issue $373,750,000 $600,000,000 • $75 million - $1 billion+ in aggregate amount raised • Piper Team originated numerous Issuer-friendly 3.25% Convertible Senior 1.25% Convertible Subordinated (R) Subordinated Notes innovations Plus Cash Notes due 2008 Due 2026 Price 100% – Auto-Conversion We acted as lead manager We acted as book manager and structuring of this registered offering. agent of this offering under SEC Rule 144A. – Plus Cash® June 21, 2006 May 29, 2003 – Laddered Equity Hedge • Typical market capitalization of issuer – Over $300 million Private Placement Private convertible note or preferred stock Offering Memorandum Offering Memorandum • $30,000,000 $75,000,000 offerings of convertibles • $15 - $75 million in aggregate amount raised 5.50% Senior Convertible Notes 10% Senior Secured Bridge Notes due 2005 Typical market capitalization of issuer due 2026 plus Warrants Mandatorily Exchangeable into • Price 100% 6% Senior Secured Convertible Notes Due 2009 – $50 - $300 million We acted as sole placement agent We acted as sole placement agent of this private offering. of this private offering. May 18, 2006 October 18, 2004 Refinancing of • Registered exchange offers • Funded exchange offers Prospectus Prospectus existing $60,000,000 Old Notes Exchanged $199,324,000 Old Notes Exchanged • Private exchange offers $12,000,000 New Money $60,000,000 New Money convertibles • Private stock-for-bond swaps Offer to Exchange all 6.50% Offer to Exchange all 3.75% Convertible Senior Notes due 2012 Convertible Subordinated Notes due 2007 • Cash repurchases for 6.5% Convertible SNAPsSM due 2012 for 6.52% Convertible Senior Subordinated Notes due 2009 • Early conversions We acted as dealer-manager and placement agent of this public offering. We acted as dealer-manager and placement agent of this public offering. • Consent solicitations February 8, 2006 December 31, 2002
  • 20. Debt Capital Markets $805,000,000 $115,157,000 $190,000,000 $560,000,000 Transaction Types P-JETS UAL00-1 Acquisition Capital Series 2005-1 A1 / A2 Call Recapitalizations Senior Secured Credit Non-rated 144A Facilities & Subordinated Repackaged EETC Senior Unsecured Notes Growth Capital Bridge Financing Grantor Trust 10.00% Notes Due 2013 Institutional Syndication $40,000,000 $500,000,000 $200,000,000 $195,000,000 Product Suite Senior Credit Facilities Private Placement Sole Placement Agent Piper Jaffray Second Lien Term Debt 6.650% Notes due 2036 6.12% Senior Notes due 2015 7.625% Notes due 2013 8.500% Notes due 2016 6.500% Notes due 2018 Bridge Financing $300,000,000 $225,000,000 $270,000,000 $300,000,000 Structured Financing Mezzanine Debt Senior & Subordinated Notes 7.500% Notes due 2016 8.125% Notes due 2016 11.500% Notes due 2014 7.875% Notes due 2015
  • 21. Strategic Office Locations London Minneapolis San Francisco Madrid New York Chicago Palo Alto Shanghai Piper Jaffray has offices that are strategically located. Our headquarters are in Minneapolis, with investment banking and research offices in San Francisco, Palo Alto, Chicago, New York, London and strategic alliances in Madrid and Shanghai. 21
  • 22. A Career in Investment Banking
  • 23. Why is Piper Jaffray Unique? Piper Jaffray has a unique culture • A high-energy environment generates enthusiasm among our professionals • Supportive executive team that respects the balance between professional and personal growth • Exceptional staff from the top undergraduate and graduate institutions in the country • Significant interaction with senior management of clients who value our expertise • Opportunity to work closely with senior bankers • Superior career visibility in meritocracy-based culture 23
  • 24. Our Recruiting Philosophy • We hire the best people and empower them to use their skills, innovation and creativity to find solutions for our clients. • We seek people from diverse backgrounds who are highly motivated, dedicated and productive. • We promote open exchange of ideas and a team-oriented approach. • We invest heavily in our people because they are our greatest resource. Andrew Duff Chairman and CEO, Piper Jaffray 24
  • 25. A Day in the Life Industry Team: Consumer Location: Minneapolis Education: B.S., California Polytechnic University Laura Investment Banking Analyst 25
  • 26. A Day in the Life Investment Banking Analyst 8:15 Arrive at work; check e-mail and voice mail 8:30 Grab coffee with Consumer Group analysts 8:30 Browse headlines from the Wall Street Journal, Capital Markets Updates and industry specific publications such as Women’s Wear Daily 9:00 Draft Confidential Information Memorandum (CIM) for a sell-side M&A assignment for a grocery co-op corporation. Involves: – Industry research on size of grocery market, including competition and local demographics – Requesting, organizing and synthesizing due diligence information 11:00 Participate in drafting call for Initial Public Offering (IPO) for action sports apparel manufacturer. Involves: – Review of growth opportunities, key business strengths and company financials – Industry research on action sports market – Planning a trip to southern California to meet with company management and tour headquarters (including on-site skate park) 26
  • 27. A Day in the Life Investment Banking Analyst 12:00 Lunch with Consumer Group analysts 12:30 Develop management presentation for lead-managed IPO for golf specialty retailer. Involves: – Research on golf industry – Review of historical and projected financials – Setting up a call with management to discuss presentation – Planning a trip with company management and bankers for IPO roadshow 3:30 Begin pitch for toy manufacturer. Involves: – Creating buyer profiles – Valuation analysis: comparable company analysis, comparable M&A transactions, discounted cash flow analysis, leveraged buyout analysis – Work with Capital Markets to develop update on equity market conditions 5:30 Grab dinner with Consumer Group analysts 6:00 Review draft of pitch with associate 27
  • 28. A Day in the Life Investment Banking Analyst 7:30 Head to gym for quick workout 8:30 Review pitch and courier book to senior banker’s home 10:00 Review CIM, e-mail to company and set up drafting call 11:00 Head home “P.S. No day is typical in investment banking—that’s what makes it exciting. You may be working on equity financings, buy- or sell-side M&A assignments or debt financings. Think on your feet because you may have to travel across country at a moment’s notice.” 28
  • 29. 2006/2007 Recruiting Plan Hiring Plan • Investment Banking—30 Analysts for 2007 • All industry groups and functional areas in most office locations Process/Schedule • Resume deadline—September 29 • Interview invitation extended—week of October 2nd • First round interviews—in Boston, October 12th and 13th 29
  • 30. Career Opportunities at Piper Jaffray Visit our Web site to learn more about career opportunities at Piper Jaffray: www.piperjaffray.com/careers Investment Banking recruiting contact: • Megan McManus: 612 303-6349 megan.t.mcmanus@pjc.com 30