Piper Sandler Companies · NYSE:PIPR
Piper Sandler Companies — Piper Jaffray Companies — Merger or Acquisition (July 2019)
22 slides from Piper Sandler Companies's merger presentation, Jul 9, 2019
Slide 1: Piper Jaffray and Sandler O'Neill Announce Merger
INVESTOR PRESENTATION JULY 9, 2019 Piper Jaffray and Sandler O’Neill Announce Merger Combined Firm to be Named Piper Sandler Companies Merger adds the leading financial services investment banking firm to the growing Piper Jaffray Organization For more information, please contact Tim Carter, chief f
Slide 2: Cautionary notice regarding forward-looking statements
2 INVESTOR PRESENTATION Cautionary notice regarding forward-looking statements This presentation and the conference call to discuss the contents of this presentation contain forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expect
Slide 3: Piper Jaffray and Sandler O'Neill announce merger
3 REALIZE THE POWER OF PARTNERSHIP ® Piper Jaffray and Sandler O’Neill announce merger PIPER SANDLER COMPANIES ESTABLISHED 1895 + ESTABLISHED 1988 PIPER JAFFRAY SANDLER O’NEILL Piper Jaffray is a leading investment bank and Sandler O’Neill + Partners is a full-service investment institutional securi
Slide 4: Merger details
4 PIPER JAFFRAY COMPANIES AND SANDLER O’NEILL + PARTNERS Merger details TRANSACTION OVERVIEW Piper Jaffray Companies to acquire 100% of Sandler O’Neill + Partners • Merged company will be named Piper Sandler Companies, combining two trusted and established firms with matching client-centric cultures
Slide 5: Strategic rationale
5 COMBINES THE LEADING FINANCIAL SERVICES INVESTMENT BANK WITH THE GROWING PIPER JAFFRAY PLATFORM Strategic rationale Adds a large, durable, market- The leading financial services investment bank with approximately leading franchise to our platform $300M of annual revenues Increases scale and divers
Slide 6: Sandler O'Neill + Partners
6 THE LEADING FINANCIAL SERVICES INVESTMENT BANK Sandler O’Neill + Partners Full service investment banking firm dedicated to providing comprehensive advisory and transaction execution services to a broad range of financial institutions and investors • Singular focus on financial services companies
Slide 7: Leading franchise with attractive financial profile
7 SANDLER O’NEILL + PARTNERS Leading franchise with attractive financial profile SANDLER O’NEILL REVENUES BY BUSINESS ACTIVITY $ in millions M&A / Advisory Services Six consecutive years of Financing Fixed Income revenue growth driven by Equity Commissions $343 increasing market share $336 $17 $16 $
Slide 8: Market leadership in financial services M&A
8 SANDLER O’NEILL + PARTNERS Market leadership in financial services M&A One of the most active financial advisors, ranking No. 1 every year since 2011 based on number of deals advised for financial services, regardless of market cycle or environment SANDLER O’NEILL FINANCIAL SERVICES M&A EXPERTISE
Slide 9: Market leadership in financial institutions capital raising
9 SANDLER O’NEILL + PARTNERS Market leadership in financial institutions capital raising Top ranked in common equity raising for banks and thrifts over the last 10 years Rank by Number of Deals Rank by Aggregate Deal Value $ in billions 1 Sandler O'Neill + Partners 206 1 Morgan Stanley $84.5 2 Keefe
Slide 10: Durable and consistent market environment
10 SANDLER O’NEILL + PARTNERS Durable and consistent market environment Stable bank operating environment with favorable M&A outlook • Large, consistent market with an average of 250+ deals per year • Significant market with over 5,000 banks consistently consolidating at a rate of approximately 4% p
Slide 11: Increases scale and diversity across industry sectors
11 STRATEGIC RATIONALE Increases scale and diversity across industry sectors 2018 Piper Jaffray Standalone 2018 Pro Forma Investment Banking Revenues1 by Sector Investment Banking Revenues2 by Sector 90 51% 125+ MDs MDs increase in revenues $493M $742M Revenue Revenue Financial Services Healthcare E
Slide 12: Elevates advisory platform within the middle market
12 STRATEGIC RATIONALE Elevates advisory platform within the middle market ADVISORY SERVICES REVENUES ADJUSTED NET REVENUES2 $ in millions $ in millions CAGR: 29% CAGR: 13% Advisory Services Revenues Adjusted Net Revenues $1,124 Advisory as a % of Adjusted Net Revenues $573 $870 $443 $781 $394 $736
Slide 13: Elevates capital raising platform within the middle market
13 STRATEGIC RATIONALE Elevates capital raising platform within the middle market 2018 Piper Jaffray Standalone 2018 Pro Forma Capital Markets Revenues1 by Sector Capital Markets Revenues2 by Sector 57% $122M increase in $192M Revenue platform Revenue Financial Services Healthcare Other Combination
Slide 14: Adds an advice-driven, market-leading fixed income business
14 STRATEGIC RATIONALE Adds an advice-driven, market-leading fixed income business Sandler O’Neill fixed income group Differentiated, advisory-based model that leverages the capabilities of the whole firm and drives Combination Attributes investment banking revenue • Significantly increases scale wi
Slide 15: Enhances equities business through expanded resources
15 STRATEGIC RATIONALE Enhances equities business through expanded resources Piper Jaffray Standalone Pro Forma Research Coverage1 Research Coverage2 650 31% 850 increase in Stocks coverage Stocks Financial Services Healthcare Energy Consumer Industrials & Business Services Technology Expands resear
Slide 16: Other transaction terms and financial highlights
16 PIPER JAFFRAY COMPANIES AND SANDLER O’NEILL + PARTNERS Other transaction terms and financial highlights KEY PERSONNEL AND MANAGEMENT OF FINANCIAL SERVICES BUSINESS • Jimmy Dunne will continue to focus on exactly the same work he has been doing for the past several years, providing guidance and st
Slide 17: Shareholder value creation
17 PIPER JAFFRAY COMPANIES AND SANDLER O’NEILL + PARTNERS Shareholder value creation Meaningfully accretive Accretive to operating margin, ROE, EPS and employee acquisition productivity metrics Enhances scale, Increases revenue by 44% and adds a highly durability, and complementary, market-leading f
Slide 18: Top performing stock over multi-year periods
18 OUR GROWTH, BUSINESS MIX AND DISCIPLINED USE OF CAPITAL DRIVING BEST-IN-CLASS RETURNS Top performing stock over multi-year periods PJC SHARE PRICE $100 $85 $70 $55 $40 $25 $10 Jan-11 Jan-12 Jan-13 Jan-14 Jan-15 Jan-16 Jan-17 Jan-18 Jan-19 TOTAL RETURN AS OF JUNE 28, 20191 1-Year 3-Year 5-Year COW
Slide 19: Piper Sandler: a leading financial advisory and capital markets firm
19 $1.1 Billion 75% 50%+ 17-19% Adjusted Net Investment Banking Advisory Services Targeted Operating Revenues1 Revenue Mix Revenue Mix Margin PIPER SANDLER A LEADING FINANCIAL ADVISORY AND CAPITAL MARKETS FIRM $150M+ 2.0 30%-50% <1x Annual Years Expected to Adjusted Net Income Leverage Cash Flow2 Pa
Slide 20: Appendix
Appendix
Slide 21: Reconciliation for Non-GAAP Financial Measures
A-1 21 APPENDIX Reconciliation for Non-GAAP Financial Measures This presentation includes non-GAAP, or ‘‘adjusted,’’ financial measures. Management believes that presenting results and measures on an adjusted basis in conjunction with the corresponding U.S. GAAP measures provides the most meaningful
Slide 22: Reconciliation for Non-GAAP Financial Measures
A-2 22 APPENDIX Reconciliation for Non-GAAP Financial Measures Earnings before interest, taxes, depreciation, Annual cash flows and amortization ("EBITDA") The following table presents the components of standalone The following table presents the components of standalone annual cash flows for Piper
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