EX-99 2 a2013q4ex99earningspressre.htm EXHIBIT 2013 Q4 EX 99 Earnings Press Release
Exhibit 99

Piper Jaffray Companies Announces
2013 Fourth Quarter and Year-end Results

MINNEAPOLIS – January 29, 2014 – Piper Jaffray Companies (NYSE: PJC) today announced its financial results for the quarter ended December 31, 2013.
Financial Highlights
Adjusted net income from continuing operations(1) was $30.5 million, or $1.91 per diluted common share(1), in the fourth quarter of 2013, compared to $16.8 million, or $0.95 per diluted common share, in the fourth quarter of 2012, and $11.6 million, or $0.72 per diluted common share, in the third quarter of 2013.
Record adjusted net revenues from continuing operations(1) of $182.6 million in the fourth quarter of 2013. Adjusted net revenues were $140.6 million and $125.0 million in the fourth quarter of 2012 and the third quarter of 2013, respectively.
Adjusted pre-tax operating margin(1) was 23.1% in the fourth quarter of 2013, compared to 17.8% and 13.9% in the fourth quarter of 2012 and the third quarter of 2013, respectively.
Assets under management were $11.2 billion at December 31, 2013, compared to $9.1 billion in the year-ago period and $10.6 billion at the end of the third quarter of 2013.
We returned $55.9 million of capital to shareholders during 2013 by repurchasing 1,720,000 shares, representing 11% of our outstanding common stock at an average price of $32.52 per share.
Book value per share increased 6.0% from December 31, 2012 to $51.08 a share at December 31, 2013.
 
 Three Months Ended
 
 Percent Inc/(Dec)
 
Twelve Months Ended
 
 
(Amounts in thousands,
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
 Percent
except per share data)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
As Adjusted(1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
$
182,643

 
$
125,023

 
$
140,605

 
46.1
%
 
29.9
%
 
$
516,401

 
$
484,778

 
6.5
%
Net income from continuing operations
$
30,453

 
$
11,646

 
$
16,822

 
161.5
%
 
81.0
%
 
$
59,547

 
$
54,328

 
9.6
%
Earnings per diluted common share from continuing operations
$
1.91

 
$
0.72

 
$
0.95

 
163.9
%
 
100.4
%
 
$
3.56

 
$
2.98

 
19.5
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. GAAP
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
$
187,576

 
$
128,314

 
$
140,911

 
46.2
%
 
33.1
%
 
$
525,195

 
$
488,952

 
7.4
%
Net income from continuing operations
$
27,952

 
$
6,851

 
$
15,565

 
308.0
%
 
79.6
%
 
$
49,829

 
$
47,075

 
5.9
%
Earnings per diluted common share from continuing operations
$
1.75

 
$
0.42

 
$
0.88

 
316.7
%
 
98.9
%
 
$
2.98

 
$
2.58

 
15.5
%
Earnings per diluted common share
$
1.70

 
$
0.33

 
$
0.67

 
415.2
%
 
153.7
%
 
$
2.70

 
$
2.26

 
19.5
%
Pre-tax operating margin from continuing operations
22.4
%
 
9.4
%
 
16.2
%
 
 
 
 
 
14.4
%
 
14.1
%
 
 

(1)
A non-U.S. GAAP ("non-GAAP") measure. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information." We believe that presenting our results and measures on an adjusted basis in conjunction with U.S. GAAP measures provides the most meaningful basis for comparison of our operating results across periods.
1



For the fourth quarter of 2013, net revenues from continuing operations on a U.S. GAAP basis were $187.6 million. Net income from continuing operations on a U.S. GAAP basis was $28.0 million, or $1.75 per diluted common share, for the quarter ended December 31, 2013.
For the twelve months ended December 31, 2013, net revenues from continuing operations on a U.S. GAAP basis were $525.2 million. Net income from continuing operations on a U.S. GAAP basis was $49.8 million, or $2.98 per diluted common share, in 2013. For a reconciliation of our U.S. GAAP results to the adjusted results, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information."
“We finished the year very strong generating sequential improvement across all areas of the company,” said Andrew S. Duff, chairman and chief executive officer. “As a result, we produced our best quarterly revenue since we went public in 2004. Our Equity and Asset Management businesses led the way, supported by our Fixed Income activities which rebounded from difficult market conditions in mid-year.”
Duff continued, “We executed effectively on our strategy, which focuses our resources on our strongest, highest margin businesses. For the year, our Revenues, Net Income and most importantly, ROE, improved over 2012. Key execution steps included expanding our resources in public finance and M&A primarily through acquisitions, and significant additions to our Fixed Income business.”

Fourth Quarter Results from Continuing Operations – Non-GAAP Basis
Throughout the Adjusted Consolidated Expenses and Business Segment Results sections of this press release the firm presents financial measures that are not prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The non-GAAP financial measures include adjustments to exclude (1) revenues and expenses related to noncontrolling interests, (2) amortization of intangible assets related to acquisitions, (3) compensation for acquisition-related agreements, and (4) restructuring and acquisition integration costs. Management believes that presenting results and measures on an adjusted basis in conjunction with U.S. GAAP measures provides the most meaningful basis for comparison of its operating results across periods. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information."

Adjusted Consolidated Expenses
For the fourth quarter of 2013, adjusted compensation and benefits expenses were $110.7 million, up 27% and 41% compared to the fourth quarter of 2012 and the third quarter of 2013, respectively, due to improved financial results.

For the fourth quarter of 2013, adjusted compensation and benefits expenses were 60.6% of adjusted net revenues, compared to 61.9% and 62.7% for the fourth quarter of 2012 and the third quarter of 2013, respectively. The adjusted compensation ratio decreased compared to both periods due to an increased revenue base.



2



Adjusted non-compensation expenses were $29.9 million for the fourth quarter of 2013, up 5% and 3% compared to the year-ago period and the third quarter of 2013, respectively.

Business Segment Results
The firm has two reportable business segments: Capital Markets and Asset Management. Consolidated net revenues and expenses are fully allocated to these two segments. The operating results of our Hong Kong capital markets business, and FAMCO, an asset management subsidiary sold in the second quarter of 2013, are presented as discontinued operations for all periods presented.
 
Capital Markets
For the quarter, Capital Markets generated adjusted pre-tax operating income of $31.1 million, compared to $19.6 million and $9.8 million in the fourth quarter of 2012 and the third quarter of 2013, respectively.

Adjusted net revenues were $155.0 million, up 25% and 45% compared to the year-ago period and the third quarter of 2013, respectively.
Equity financing revenues of $34.1 million increased 89% compared to the fourth quarter of 2012 due to more completed transactions and higher revenue per transaction. Revenues increased 14% compared to the sequential quarter due to higher revenue per transaction.
Fixed income financing revenues were $22.3 million, up 9% compared to the year-ago period due to higher revenue per transaction. Revenues increased 74% compared to the third quarter of 2013 due to more completed transactions and higher revenue per transaction.
Advisory services revenues were $35.3 million, down 21% compared to the fourth quarter of 2012 and up 74% compared to the third quarter of 2013. Revenues were unfavorable compared to the year-ago period due to fewer completed transactions as sellers were motivated to complete transactions during 2012 due to pending tax increases. Revenues increased compared to the third quarter of 2013 due to higher revenue per transaction.
Equity institutional brokerage revenues of $26.1 million increased 30% and 14% compared to the fourth quarter of 2012 and the third quarter of 2013, respectively, due to improved trading performance. Also, revenues improved compared to both periods due to higher gains from our equity strategic trading activities, which we began in the second half of 2013 to leverage the firm's intellectual capital and diversify our strategic trading efforts.
Fixed income institutional brokerage revenues were $26.5 million, up 18% and 55% compared to the fourth quarter of 2012 and the third quarter of 2013, respectively, due to an improved secondary fixed income trading environment. Revenues also increased compared to the third quarter of 2013 as results from the firm's fixed income strategic trading businesses improved compared to the sequential quarter.
Management and performance fees earned from managing our alternative asset management funds were $1.2 million, up 113% and 11% compared to the year-ago period and the sequential quarter, respectively. The increase compared to the fourth quarter of 2012 was primarily driven by higher assets under management (AUM) from net client inflows.


3



Adjusted investment income, which includes gains and losses on our merchant banking and firm investments, was $11.3 million compared to $0.9 million in the year-ago period and $4.6 million in the sequential quarter. Adjusted revenues increased compared to both periods due primarily to higher gains on our merchant banking investments.
Long-term financing expenses, which represent interest paid on the firm's variable rate senior notes and syndicated bank facility, were $1.8 million, down 37% compared to the fourth quarter of 2012. The decrease was due to additional costs recognized in the fourth quarter of 2012 upon prepayment of the syndicated bank facility. Long-term financing expenses were flat compared to the third quarter of 2013.
Adjusted operating expenses for the fourth quarter were $123.9 million, up 18% and 27% compared to the prior year quarter and the third quarter of 2013, resulting from higher compensation expenses due to improved operating results and business expansion.
Adjusted segment pre-tax operating margin was 20.1% compared to 15.8% in the year-ago period and 9.1% in the third quarter of 2013. Adjusted pre-tax operating margin improved compared to both periods due to leverage on our non-compensation expenses from higher adjusted net revenues.

Asset Management
For the quarter ended December 31, 2013, Asset Management generated adjusted pre-tax operating income of $11.0 million, up 103% and 43% compared to the fourth quarter of 2012 and the third quarter of 2013, respectively.

Net revenues were $27.6 million, an increase of 69% and 53% compared to the fourth quarter of 2012 and the third quarter of 2013, respectively, due to higher management and performance fees. Performance fees, the majority of which are recorded in the fourth quarter if earned, were $7.1 million in the current quarter, compared to $0.1 million in the year-ago period and the third quarter of 2013. Net revenues also increased compared to both periods due to higher management fees from increased AUM due to market appreciation.
Adjusted operating expenses for the current quarter were $16.6 million, up 52% and 60% compared to the year-ago period and the third quarter of 2013, respectively, due to higher compensation expenses.
Adjusted segment pre-tax operating margin was 39.8%, compared to 33.0% in the year-ago period and 42.6% in the third quarter of 2013. Adjusted segment pre-tax margin improved relative to the prior year quarter due to higher adjusted net revenues, and decreased relative to the sequential quarter due to higher compensation expenses.
Assets under management were $11.2 billion at the end of the fourth quarter of 2013, compared to $9.1 billion in the year-ago period and $10.6 billion at the end of the third quarter of 2013. Increases in AUM have been driven by market appreciation.

Other Matters
In the fourth quarter of 2013, we reversed the full amount of our U.K. subsidiary's deferred tax asset valuation allowance resulting in a $4.0 million, or $0.25 per diluted common share, tax benefit to our results of operations for the quarter.


4




Fourth Quarter Results from Discontinued Operations – U.S. GAAP Basis
Discontinued operations include the results of our Hong Kong capital markets business, which we shut down in 2012, and FAMCO, an asset management subsidiary we sold in the second quarter of 2013.

For the quarter ended December 31, 2013, the net loss from discontinued operations was $0.8 million, or $0.05 per diluted common share. The net loss was driven by remaining costs related to the sale of FAMCO and the liquidation of our Hong Kong subsidiaries. The net loss from discontinued operations was $3.7 million, or $0.21 per diluted common share, in the year-ago period and a net loss of $1.5 million, or $0.09 per diluted common share, in the third quarter of 2013.

Full-Year 2013 Results from Continuing Operations – Non-GAAP Basis
Adjusted Consolidated Expenses
For 2013, adjusted compensation and benefits expenses were $319.6 million, up 8% compared to 2012, due to improved financial performance. Adjusted compensation and benefits expenses were 61.9% of adjusted net revenues, up from 61.0% in 2012 primarily due to changes in our mix of revenues.

Adjusted non-compensation expenses were $111.0 million in 2013, consistent with the prior year.

Business Segment Results
Capital Markets
For 2013, Capital Markets generated adjusted pre-tax operating income of $52.3 million, consistent with $53.6 million in 2012. Adjusted net revenues were $434.5 million in 2013, up 3% compared to $420.0 million in the prior year.

Adjusted operating expenses were $382.2 million in 2013, up 4% compared to 2012. Adjusted segment pre-tax operating margin was 12.0%, down slightly from 2012.

Asset Management
For 2013, Asset Management generated adjusted pre-tax operating income of $33.5 million, up 35% compared to 2012. Net revenues were $81.9 million in 2013, up 27% compared to 2012 due to higher management and performance fees.

Adjusted operating expenses were $48.4 million in 2013, up 21% compared to 2012, due to higher compensation expenses. Adjusted segment pre-tax operating margin was 40.9% compared to 38.3% in 2012. The increase in


5



adjusted segment pre-tax operating margin in 2013 resulted from improved operating results which were driven by higher net revenues.

Other Matters
During 2013, the firm returned $55.9 million of capital to shareholders by repurchasing approximately 1,720,000 shares, or 11% of our outstanding common stock, at an average price of $32.52 per share. The firm has $39.5 million remaining on its share repurchase authorization, which expires on September 30, 2014.

In 2013, the firm acquired $15.5 million, or approximately 387,000 shares, related to employee obligations on the vesting of equity awards.
 
Additional Shareholder Information*
 
For the Quarter Ended
 
Dec. 31, 2013
 
Sept. 30, 2013
 
Dec. 31, 2012
Full time employees
1,026
 
1,002
 
907
Equity financings
 
 
 
 
 
# of transactions
26
 
27
 
16
Capital raised
$3.8 billion
 
$4.8 billion
 
$1.5 billion
Negotiated tax-exempt issuances
 
 
 
 
 
 # of transactions
97
 
61
 
121
Par value
$1.8 billion
 
$1.3 billion
 
$1.6 billion
Mergers & acquisitions
 
 
 
 
 
# of transactions
13
 
11
 
22
Aggregate deal value
$1.3 billion
 
$1.0 billion
 
$6.8 billion
Asset Management
 
 
 
 
 
AUM
$11.2 billion
 
$10.6 billion
 
$9.1 billion
Common shareholders’ equity
$734.7 million
 
$707.4 million
 
$733.3 million
Rolling 12 month return on average common shareholders’ equity **
6.2%
 
4.1%
 
5.7%
Rolling 12 month return on average tangible common shareholders’ equity †
9.3%
 
6.1%
 
8.7%
Book value per share
$51.08
 
$49.11
 
$48.20
Tangible book value per share ‡
$33.66
 
$31.56
 
$32.39
*
Number of employees, transaction data, and AUM reflect continuing operations; other numbers reflect continuing and discontinued results.
**
Rolling 12 month return on average common shareholders' equity is computed by dividing net income applicable to Piper Jaffray Companies' for the last 12 months by average monthly common shareholders' equity.


6



†    Rolling 12 month return on average tangible common shareholders' equity is computed by dividing net income applicable to Piper Jaffray Companies' for the last 12 months by average monthly common shareholders' equity less average goodwill and identifiable intangible assets. Management believes that the rolling 12 month return on average tangible common shareholders' equity is a meaningful measure of our return on tangible assets deployed in the business. Average shareholders’ equity is the most directly comparable GAAP financial measure to average tangible shareholders’ equity. The following is a reconciliation of average common shareholders’ equity to average tangible common shareholders’ equity:    
 
As of
 
As of
 
As of
(Amounts in thousands)
Dec. 31, 2013
 
Sept. 30, 2013
 
Dec. 31, 2012
Average common shareholders’ equity
$
728,187

 
$
730,348

 
$
721,131

Deduct: average goodwill and identifiable intangible assets
244,770

 
243,883

 
249,398

 
 
 
 
 
 
Average tangible common shareholders’ equity
$
483,417

 
$
486,465

 
$
471,733

‡    Tangible book value per share is computed by dividing tangible shareholders’ equity by common shares outstanding. Tangible shareholders’ equity equals total shareholders’ equity less goodwill and identifiable intangible assets. Management believes that tangible book value per share is a meaningful measure of the tangible assets deployed in our business. Shareholders’ equity is the most directly comparable GAAP financial measure to tangible shareholders’ equity. The following is a reconciliation of shareholders’ equity to tangible shareholders’ equity:    
 
As of
 
As of
 
As of
(Amounts in thousands)
Dec. 31, 2013
 
Sept. 30, 2013
 
Dec. 31, 2012
Common shareholders’ equity
$
734,676

 
$
707,365

 
$
733,292

Deduct: goodwill and identifiable intangible assets
250,564

 
252,761

 
240,480

 
 
 
 
 
 
Tangible common shareholders’ equity
$
484,112

 
$
454,604

 
$
492,812


Additional Shareholder Information* – Continued
 
For the Year Ended
 
Dec. 31, 2013
 
Dec. 31, 2012
Equity financings
 
 
 
# of transactions
92
 
67
Capital raised
$19.9 billion
 
$9.1 billion ^
Negotiated tax-exempt issuances
 
 
 
 # of transactions
413
 
444
Par value
$7.9 billion
 
$7.3 billion
Mergers & acquisitions
 
 
 
# of transactions
31
 
40
Aggregate deal value
$2.9 billion
 
$10.2 billion
*
Number of employees, transaction data, and AUM reflect continuing operations; other numbers reflect continuing and discontinued results.
^
Due to size, Facebook IPO capital raised has been excluded.


7



Conference Call
Andrew S. Duff, chairman and chief executive officer, and Debbra L. Schoneman, chief financial officer, will hold a conference call to review the financial results Wed., Jan. 29 at 9 a.m. ET (8 a.m. CT). The earnings release will be available on or after Jan. 29 at the firm's Web site at www.piperjaffray.com. The call can be accessed via webcast or by dialing (888)810-0209 or (706)902-1361 (international) and referencing reservation #31229398. Callers should dial in at least 15 minutes prior to the call time. A replay of the conference call will be available beginning at approximately 12 p.m. ET Jan. 29 at the same Web address or by calling (855)859-2056 and referencing reservation #31229398.

About Piper Jaffray
Piper Jaffray is an investment bank and asset management firm serving clients in the U.S. and internationally. Proven advisory teams combine deep industry, product and sector expertise with ready access to capital. Founded in 1895, the firm is headquartered in Minneapolis and has offices across the United States and in London, Hong Kong and Zurich. www.piperjaffray.com

Investor Relations Contact
Tom Smith
Tel: 612 303-6336
 
Cautionary Note Regarding Forward-Looking Statements
This press release and the conference call to discuss the contents of this press release contain forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expectations, are forward-looking statements and are subject to significant risks and uncertainties that are difficult to predict. These forward-looking statements cover, among other things, statements made about general economic and market conditions (including the interest rate environment and outlook for equity markets), the market positioning of and prospects for our public finance business , the environment and prospects for capital markets and corporate advisory transactions (including our performance in specific sectors), our integration of Seattle-Northwest Securities Corporation and Edgeview Partners, L.P., the anticipated benefits from our hiring of an investment banking team from Partnership Capital Growth and other hires in our fixed income institutional brokerage business, expected additional costs relating to the sale of FAMCO and the liquidation of our Hong Kong business, anticipated financial results generally (including expectations regarding our non-compensation expenses, compensation ratio, revenue levels, operating margins, earnings per share, and return on equity), current deal pipelines (or backlogs), our strategic priorities (including growth in public finance, asset management, and corporate advisory), or other similar matters.

Forward-looking statements involve inherent risks and uncertainties, both known and unknown, and important factors could cause actual results to differ materially from those anticipated or discussed in the forward-looking statements. These risks, uncertainties and important factors include, but are not limited to, the following:

market and economic conditions or developments may be unfavorable, including in specific sectors in which we operate, and these conditions or developments, such as market fluctuations or volatility, may adversely affect our business, revenue levels and profitability;
further interest rate volatility, especially if the changes are rapid or severe, could continue to negatively impact our fixed income institutional business; 
strategic trading activities comprise a meaningful portion of our fixed income institutional brokerage revenue, and results from these activities may be volatile and vary significantly, including the possibility of incurring losses, on a quarterly and annual basis;
the volume of anticipated investment banking transactions as reflected in our deal pipelines (and the net revenues we earn from such transactions) may differ from expected results if there is a decline in macroeconomic conditions or the financial markets, or if the terms of any transactions are modified;


8



the expected benefits of the Seattle-Northwest and Edgeview acquisitions and any hires that we make, including the hiring of a team as was done in the case of Partnership Capital Growth, may take longer than anticipated to achieve and may not be achieved in their entirety or at all, and will depend upon our integration of the companies and performance of new hires proving successful; and
our stock price may fluctuate as a result of several factors, including but not limited to, changes in our revenues and operating results.

A further listing and description of these and other risks, uncertainties and important factors can be found in the sections titled “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2012 and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2012, and updated in our subsequent reports filed with the SEC (available at our Web site at www.piperjaffray.com and at the SEC Web site at www.sec.gov).

Forward-looking statements speak only as of the date they are made, and readers are cautioned not to place undue reliance on them. We undertake no obligation to update them in light of new information or future events.

© 2014 Piper Jaffray Companies, 800 Nicollet Mall, Suite 1000, Minneapolis, Minnesota 55402-7020
###


9


Piper Jaffray Companies
Preliminary Results of Operations (U.S. GAAP – Unaudited)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
Percent
(Amounts in thousands, except per share data)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
91,639

 
$
62,848

 
$
82,887

 
45.8
 %
 
10.6
 %
 
$
248,563

 
$
232,958

 
6.7
 %
Institutional brokerage
46,572

 
35,318

 
37,369

 
31.9

 
24.6

 
146,648

 
166,642

 
(12.0
)
Asset management
27,461

 
18,701

 
16,761

 
46.8

 
63.8

 
83,045

 
65,699

 
26.4

Interest
14,940

 
12,360

 
10,395

 
20.9

 
43.7

 
50,409

 
37,845

 
33.2

Investment income/(loss)
13,281

 
5,279

 
(248
)
 
151.6

 
N/M

 
21,566

 
4,903

 
339.9

Total revenues
193,893

 
134,506

 
147,164

 
44.2

 
31.8

 
550,231

 
508,047

 
8.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
6,317

 
6,192

 
6,253

 
2.0

 
1.0

 
25,036

 
19,095

 
31.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
187,576

 
128,314

 
140,911

 
46.2

 
33.1

 
525,195

 
488,952

 
7.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Compensation and benefits
111,933

 
79,426

 
87,415

 
40.9

 
28.0

 
322,464

 
296,882

 
8.6

Occupancy and equipment
6,624

 
6,509

 
6,783

 
1.8

 
(2.3
)
 
25,493

 
26,454

 
(3.6
)
Communications
5,391

 
5,778

 
4,431

 
(6.7
)
 
21.7

 
21,431

 
20,543

 
4.3

Floor brokerage and clearance
1,764

 
2,109

 
2,120

 
(16.4
)
 
(16.8
)
 
8,270

 
8,054

 
2.7

Marketing and business development
5,219

 
5,447

 
4,926

 
(4.2
)
 
5.9

 
21,603

 
19,908

 
8.5

Outside services
9,237

 
8,082

 
8,188

 
14.3

 
12.8

 
32,982

 
27,998

 
17.8

Restructuring and integration costs
866

 
3,823

 

 
(77.3
)
 
N/M

 
4,689

 
3,642

 
28.7

Intangible asset amortization expense
1,772

 
2,899

 
1,736

 
(38.9
)
 
2.1

 
7,993

 
6,944

 
15.1

Other operating expenses
2,718

 
2,181

 
2,530

 
24.6

 
7.4

 
4,657

 
9,516

 
(51.1
)
Total non-interest expenses
145,524

 
116,254

 
118,129

 
25.2

 
23.2

 
449,582

 
419,941

 
7.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations before income tax expense
42,052

 
12,060

 
22,782

 
248.7

 
84.6

 
75,613

 
69,011

 
9.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income tax expense
10,260

 
2,886

 
7,422

 
255.5

 
38.2

 
20,390

 
19,470

 
4.7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
31,792

 
9,174

 
15,360

 
246.5

 
107.0

 
55,223

 
49,541

 
11.5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss from discontinued operations, net of tax
(818
)
 
(1,529
)
 
(3,741
)
 
(46.5
)
 
(78.1
)
 
(4,739
)
 
(5,807
)
 
(18.4
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
30,974

 
7,645

 
11,619

 
305.2

 
166.6

 
50,484

 
43,734

 
15.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income/(loss) applicable to noncontrolling interests
3,840

 
2,323

 
(205
)
 
65.3

 
N/M

 
5,394

 
2,466

 
118.7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income applicable to Piper Jaffray Companies (a)
$
27,134

 
$
5,322

 
$
11,824

 
409.8
 %
 
129.5
 %
 
$
45,090

 
$
41,268

 
9.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income applicable to Piper Jaffray Companies’ common shareholders (a)
$
24,445

 
$
4,826

 
$
10,198

 
406.5
 %
 
139.7
 %
 
$
40,596

 
$
35,335

 
14.9
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Continued on next page


10



 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
Percent
(Amounts in thousands, except per share data)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
Amounts applicable to Piper Jaffray Companies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income from continuing operations
$
27,952

 
$
6,851

 
$
15,565

 
308.0
 %
 
79.6
 %
 
$
49,829

 
$
47,075

 
5.9
 %
Net loss from discontinued operations
(818
)
 
(1,529
)
 
(3,741
)
 
(46.5
)
 
(78.1
)
 
(4,739
)
 
(5,807
)
 
(18.4
)
Net income applicable to Piper Jaffray Companies
$
27,134

 
$
5,322

 
$
11,824

 
409.8
 %
 
129.5
 %
 
$
45,090

 
$
41,268

 
9.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings/(loss) per basic common share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
1.75

 
$
0.42

 
$
0.88

 
316.7
 %
 
98.9
 %
 
$
2.98

 
$
2.58

 
15.5
 %
Loss from discontinued operations
(0.05
)
 
(0.09
)
 
(0.21
)
 
(44.4
)
 
(76.2
)
 
(0.28
)
 
(0.32
)
 
(12.5
)
Earnings per basic common share
$
1.70

 
$
0.33

 
$
0.67

 
415.2
 %
 
153.7
 %
 
$
2.70

 
$
2.26

 
19.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings/(loss) per diluted common share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
1.75

 
$
0.42

 
$
0.88

 
316.7
 %
 
98.9
 %
 
$
2.98

 
$
2.58

 
15.5
 %
Loss from discontinued operations
(0.05
)
 
(0.09
)
 
(0.21
)
 
(44.4
)
 
(76.2
)
 
(0.28
)
 
(0.32
)
 
(12.5
)
Earnings per diluted common share
$
1.70

 
$
0.33

 
$
0.67

 
415.2
 %
 
153.7
 %
 
$
2.70

 
$
2.26

 
19.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
14,378

 
14,621

 
15,253

 
(1.7
)%
 
(5.7
)%
 
15,046

 
15,615

 
(3.6
)%
Diluted
14,397

 
14,626

 
15,256

 
(1.6
)%
 
(5.6
)%
 
15,061

 
15,616

 
(3.6
)%

(a)
Net income applicable to Piper Jaffray Companies is the total net income earned by the Company. Piper Jaffray Companies calculates earnings per common share using the two-class method, which requires the allocation of consolidated net income between common shareholders and participating security holders, which in the case of Piper Jaffray Companies, represents unvested restricted stock with dividend rights.
N/M — Not meaningful


11


Piper Jaffray Companies
Preliminary Segment Data from Continuing Operations (U.S. GAAP – Unaudited)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
Percent
(Dollars in thousands)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
Capital Markets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Financing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
$
34,139

 
$
30,010

 
$
18,039

 
13.8
%
 
89.3
 %
 
$
100,224

 
$
73,180

 
37.0
 %
Debt
22,313

 
12,808

 
20,504

 
74.2

 
8.8

 
74,284

 
74,102

 
0.2

Advisory services
35,255

 
20,215

 
44,495

 
74.4

 
(20.8
)
 
74,420

 
86,165

 
(13.6
)
Total investment banking
91,707

 
63,033

 
83,038

 
45.5

 
10.4

 
248,928

 
233,447

 
6.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Institutional sales and trading
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
26,092

 
22,958

 
20,134

 
13.7

 
29.6

 
91,169

 
75,723

 
20.4

Fixed income
26,543

 
17,083

 
22,413

 
55.4

 
18.4

 
76,275

 
111,492

 
(31.6
)
Total institutional sales and trading
52,635

 
40,041

 
42,547

 
31.5

 
23.7

 
167,444

 
187,215

 
(10.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
1,214

 
1,094

 
571

 
11.0

 
112.6

 
3,891

 
1,678

 
131.9

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
16,191

 
7,892

 
1,237

 
105.2

 
N/M

 
30,404

 
9,840

 
209.0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term financing expenses
(1,802
)
 
(1,797
)
 
(2,871
)
 
0.3

 
(37.2
)
 
(7,420
)
 
(7,982
)
 
(7.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
159,945

 
110,263

 
124,522

 
45.1

 
28.4

 
443,247

 
424,198

 
4.5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
126,930

 
103,906

 
105,099

 
22.2

 
20.8

 
393,231

 
371,628

 
5.8

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income
$
33,015

 
$
6,357

 
$
19,423

 
419.3
%
 
70.0
 %
 
$
50,016

 
$
52,570

 
(4.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating margin
20.6
%
 
5.8
%
 
15.6
%
 
 
 
 
 
11.3
%
 
12.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Management
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management fees
$
19,123

 
$
17,547

 
$
16,069

 
9.0
%
 
19.0
 %
 
$
71,314

 
$
63,236

 
12.8
 %
Performance fees
7,124

 
60

 
121

 
N/M

 
N/M

 
7,840

 
785

 
898.7

Total management and performance fees
26,247

 
17,607

 
16,190

 
49.1

 
62.1

 
79,154

 
64,021

 
23.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
1,384

 
444

 
199

 
211.7

 
595.5

 
2,794

 
733

 
281.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
27,631

 
18,051

 
16,389

 
53.1

 
68.6

 
81,948

 
64,754

 
26.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
18,594

 
12,348

 
13,030

 
50.6

 
42.7

 
56,351

 
48,313

 
16.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income
$
9,037

 
$
5,703

 
$
3,359

 
58.5
%
 
169.0
 %
 
$
25,597

 
$
16,441

 
55.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating margin
32.7
%
 
31.6
%
 
20.5
%
 
 
 
 
 
31.2
%
 
25.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
$
187,576

 
$
128,314

 
$
140,911

 
46.2
%
 
33.1
 %
 
$
525,195

 
$
488,952

 
7.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
145,524

 
116,254

 
118,129

 
25.2

 
23.2

 
449,582

 
419,941

 
7.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax operating income
$
42,052

 
$
12,060

 
$
22,782

 
248.7
%
 
84.6
 %
 
$
75,613

 
$
69,011

 
9.6
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax operating margin
22.4
%
 
9.4
%
 
16.2
%
 
 
 
 
 
14.4
%
 
14.1
%
 
 

N/M — Not meaningful
Segment pre-tax operating income and segment pre-tax operation margin exclude the results of discontinued operations.


12


Piper Jaffray Companies
Preliminary Selected Summary Financial Information from Continuing Operations (Non-GAAP – Unaudited) (1)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
Percent
(Amounts in thousands, except per share data)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
91,639

 
$
62,848

 
$
82,887

 
45.8
 %
 
10.6
 %
 
$
248,563

 
$
232,958

 
6.7
 %
Institutional brokerage
46,572

 
35,318

 
37,369

 
31.9

 
24.6

 
146,648

 
166,642

 
(12.0
)
Asset management
27,461

 
18,701

 
16,761

 
46.8

 
63.8

 
83,045

 
65,699

 
26.4

Interest
11,400

 
9,605

 
9,497

 
18.7

 
20.0

 
40,292

 
35,097

 
14.8

Investment income
10,956

 
3,872

 
63

 
183.0

 
N/M

 
19,540

 
2,697

 
624.5

Total revenues
188,028

 
130,344

 
146,577

 
44.3

 
28.3

 
538,088

 
503,093

 
7.0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
5,385

 
5,321

 
5,972

 
1.2

 
(9.8
)
 
21,687

 
18,315

 
18.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
$
182,643

 
$
125,023

 
$
140,605

 
46.1
 %
 
29.9
 %
 
$
516,401

 
$
484,778

 
6.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest expenses:


 


 


 


 


 


 


 


Adjusted compensation and benefits (3)
$
110,652

 
$
78,445

 
$
87,094

 
41.1
 %
 
27.0
 %
 
$
319,560

 
$
295,598

 
8.1
 %
Ratio of adjusted compensation and benefits to adjusted net revenues
60.6
%
 
62.7
%
 
61.9
%
 
 
 
 
 
61.9
%
 
61.0
%
 
 
 
 
 
 
 
 
 


 


 
 
 
 
 


Adjusted non-compensation expenses (4)
$
29,860

 
$
29,138

 
$
28,467

 
2.5
 %
 
4.9
 %
 
$
111,036

 
$
110,765

 
0.2
 %
Ratio of adjusted non-compensation expenses to adjusted net revenues
16.3
%
 
23.3
%
 
20.2
%
 
 
 
 
 
21.5
%
 
22.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income from continuing operations before adjusted income tax expense (5)
$
42,131

 
$
17,440

 
$
25,044

 
141.6
 %
 
68.2
 %
 
$
85,805

 
$
78,415

 
9.4
 %
Adjusted operating margin (6)
23.1
%
 
13.9
%
 
17.8
%
 
 
 
 
 
16.6
%
 
16.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income tax expense (7)
11,678

 
5,794

 
8,222

 
101.6

 
42.0

 
26,258

 
24,087

 
9.0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net income from continuing operations (8)
$
30,453

 
$
11,646

 
$
16,822

 
161.5
 %
 
81.0
 %
 
$
59,547

 
$
54,328

 
9.6
 %
Effective tax rate (9)
27.7
%
 
33.2
%
 
32.8
%
 
 
 
 
 
30.6
%
 
30.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net income from continuing operations applicable to Piper Jaffray Companies’ common shareholders (10)
$
27,435

 
$
10,561

 
$
14,509

 
159.8
 %
 
89.1
 %
 
$
53,612

 
$
46,517

 
15.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings per diluted common share from continuing operations
$
1.91

 
$
0.72

 
$
0.95

 
163.9
 %
 
100.4
 %
 
$
3.56

 
$
2.98

 
19.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted
14,397

 
14,626

 
15,256

 
(1.6
)%
 
(5.6
)%
 
15,061

 
15,616

 
(3.6
)%

N/M — Not meaningful
This presentation includes non-GAAP measures. The non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information."


13


Piper Jaffray Companies
Preliminary Adjusted Segment Data from Continuing Operations (Non-GAAP – Unaudited)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '13
 
4Q '13
 
Dec. 31,
 
Dec. 31,
 
Percent
(Dollars in thousands)
2013
 
2013
 
2012
 
vs. 3Q '13
 
vs. 4Q '12
 
2013
 
2012
 
Inc/(Dec)
Capital Markets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Financing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
$
34,139

 
$
30,010

 
$
18,039

 
13.8
%
 
89.3
 %
 
$
100,224

 
$
73,180

 
37.0
 %
Debt
22,313

 
12,808

 
20,504

 
74.2

 
8.8

 
74,284

 
74,102

 
0.2

Advisory services
35,255

 
20,215

 
44,495

 
74.4

 
(20.8
)
 
74,420

 
86,165

 
(13.6
)
Total investment banking
91,707

 
63,033

 
83,038

 
45.5

 
10.4

 
248,928

 
233,447

 
6.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Institutional sales and trading
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
26,092

 
22,958

 
20,134

 
13.7

 
29.6

 
91,169

 
75,723

 
20.4

Fixed income
26,543

 
17,083

 
22,413

 
55.4

 
18.4

 
76,275

 
111,492

 
(31.6
)
Total institutional sales and trading
52,635

 
40,041

 
42,547

 
31.5

 
23.7

 
167,444

 
187,215

 
(10.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
1,214

 
1,094

 
571

 
11.0

 
112.6

 
3,891

 
1,678

 
131.9

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
11,258

 
4,601

 
931

 
144.7

 
N/M

 
21,610

 
5,666

 
281.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term financing expenses
(1,802
)
 
(1,797
)
 
(2,871
)
 
0.3

 
(37.2
)
 
(7,420
)
 
(7,982
)
 
(7.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
155,012

 
106,972

 
124,216

 
44.9

 
24.8

 
434,453

 
420,024

 
3.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses (12)
123,884

 
97,217

 
104,588

 
27.4

 
18.4

 
382,157

 
366,408

 
4.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating income (5)
$
31,128

 
$
9,755

 
$
19,628

 
219.1
%
 
58.6
 %
 
$
52,296

 
$
53,616

 
(2.5
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating margin (6)
20.1
%
 
9.1
%
 
15.8
%
 
 
 
 
 
12.0
%
 
12.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Management
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management fees
$
19,123

 
$
17,547

 
$
16,069

 
9.0
%
 
19.0
 %
 
$
71,314

 
$
63,236

 
12.8
 %
Performance fees
7,124

 
60

 
121

 
N/M

 
N/M

 
7,840

 
785

 
898.7

Total management and performance fees
26,247

 
17,607

 
16,190

 
49.1

 
62.1

 
79,154

 
64,021

 
23.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
1,384

 
444

 
199

 
211.7

 
595.5

 
2,794

 
733

 
281.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
27,631

 
18,051

 
16,389

 
53.1

 
68.6

 
81,948

 
64,754

 
26.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses (13)
16,628

 
10,366

 
10,973

 
60.4

 
51.5

 
48,439

 
39,955

 
21.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating income (13)
$
11,003

 
$
7,685

 
$
5,416

 
43.2
%
 
103.2
 %
 
$
33,509

 
$
24,799

 
35.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating margin (6)
39.8
%
 
42.6
%
 
33.0
%
 
 
 
 
 
40.9
%
 
38.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
$
182,643

 
$
125,023

 
$
140,605

 
46.1
%
 
29.9
 %
 
$
516,401

 
$
484,778

 
6.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses (12)
140,512

 
107,583

 
115,561

 
30.6

 
21.6

 
430,596

 
406,363

 
6.0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted pre-tax operating income (5)
$
42,131

 
$
17,440

 
$
25,044

 
141.6
%
 
68.2
 %
 
$
85,805

 
$
78,415

 
9.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted pre-tax operating margin (6)
23.1
%
 
13.9
%
 
17.8
%
 
 
 
 
 
16.6
%
 
16.2
%
 
 

N/M — Not meaningful
This presentation includes non-GAAP measures. The non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information."


14





15


Piper Jaffray Companies
Reconciliation of U.S. GAAP to Selected Summary Financial Information (1) (Unaudited)
 
Three Months Ended
 
Twelve Months Ended
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
Dec. 31,
 
Dec. 31,
(Amounts in thousands, except per share data)
2013
 
2013
 
2012
 
2013
 
2012
Net revenues:
 
 
 
 
 
 
 
 
 
Net revenues – U.S. GAAP basis
$
187,576

 
$
128,314

 
$
140,911

 
$
525,195

 
$
488,952

Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(4,933
)
 
(3,291
)
 
(306
)
 
(8,794
)
 
(4,174
)
Adjusted net revenues
$
182,643

 
$
125,023

 
$
140,605

 
$
516,401

 
$
484,778

 
 
 
 
 
 
 
 
 
 
Compensation and benefits:
 
 
 
 
 
 
 
 
 
Compensation and benefits – U.S. GAAP basis
$
111,933

 
$
79,426

 
$
87,415

 
$
322,464

 
$
296,882

Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
(1,281
)
 
(981
)
 
(321
)
 
(2,904
)
 
(1,284
)
Adjusted compensation and benefits
$
110,652

 
$
78,445

 
$
87,094

 
$
319,560

 
$
295,598

 
 
 
 
 
 
 
 
 
 
Non-compensation expenses:
 
 
 
 
 
 
 
 
 
Non-compensation expenses – U.S. GAAP basis
$
33,591

 
$
36,828

 
$
30,714

 
$
127,118

 
$
123,059

Adjustments:
 
 
 
 
 
 
 
 
 
Non-compensation expenses related to noncontrolling interests (11)
(1,093
)
 
(968
)
 
(511
)
 
(3,400
)
 
(1,708
)
Restructuring and integration costs
(866
)
 
(3,823
)
 

 
(4,689
)
 
(3,642
)
Amortization of intangible assets related to acquisitions
(1,772
)
 
(2,899
)
 
(1,736
)
 
(7,993
)
 
(6,944
)
Adjusted non-compensation expenses
$
29,860

 
$
29,138

 
$
28,467

 
$
111,036

 
$
110,765

 
 
 
 
 
 
 
 
 
 
Income from continuing operations before income tax expense:
 
 
 
 
 
 
 
 
 
Income from continuing operations before income tax expense – U.S. GAAP basis
$
42,052

 
$
12,060

 
$
22,782

 
$
75,613

 
$
69,011

Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(4,933
)
 
(3,291
)
 
(306
)
 
(8,794
)
 
(4,174
)
Expenses related to noncontrolling interests (11)
1,093

 
968

 
511

 
3,400

 
1,708

Compensation from acquisition-related agreements
1,281

 
981

 
321

 
2,904

 
1,284

Restructuring and integration costs
866

 
3,823

 

 
4,689

 
3,642

Amortization of intangible assets related to acquisitions
1,772

 
2,899

 
1,736

 
7,993

 
6,944

Adjusted income from continuing operations before adjusted income tax expense
$
42,131

 
$
17,440

 
$
25,044

 
$
85,805

 
$
78,415

 
 
 
 
 
 
 
 
 
 
Income tax expense:
 
 
 
 
 
 
 
 
 
Income tax expense – U.S. GAAP basis
$
10,260

 
$
2,886

 
$
7,422

 
$
20,390

 
$
19,470

Tax effect of adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
498

 
382

 
125

 
1,130

 
499

Restructuring and integration costs
337

 
1,487

 

 
1,824

 
1,417

Amortization of intangible assets related to acquisitions
583

 
1,039

 
675

 
2,914

 
2,701

Adjusted income tax expense
$
11,678

 
$
5,794

 
$
8,222

 
$
26,258

 
$
24,087

 
 
 
 
 
 
 
 
 
 
Net income from continuing operations applicable to Piper Jaffray Companies:
 
 
 
 
 
 
 
 
 
Net income from continuing operations applicable to Piper Jaffray Companies – U.S. GAAP basis
$
27,952

 
$
6,851

 
$
15,565

 
$
49,829

 
$
47,075

Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
783

 
599

 
196

 
1,774

 
785

Restructuring and integration costs
529

 
2,336

 

 
2,865

 
2,225

Amortization of intangible assets related to acquisitions
1,189

 
1,860

 
1,061

 
5,079

 
4,243

Adjusted net income from continuing operations
$
30,453

 
$
11,646

 
$
16,822

 
$
59,547

 
$
54,328

 
 
 
 
 
 
 
 
 
 

Continued on next page


16



 
Three Months Ended
 
Twelve Months Ended
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
Dec. 31,
 
Dec. 31,
(Amounts in thousands, except per share data)
2013
 
2013
 
2012
 
2013
 
2012
Net income from continuing operations applicable to Piper Jaffray Companies' common shareholders:
 
 
 
 
 
 
 
 
 
Net income from continuing operations applicable to Piper Jaffray Companies' common stockholders – U.S. GAAP basis
$
25,182

 
$
6,213

 
$
13,425

 
$
44,863

 
$
40,307

Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
705

 
543

 
169

 
1,597

 
672

Restructuring and integration costs
477

 
2,118

 

 
2,579

 
1,905

Amortization of intangible assets related to acquisitions
1,071

 
1,687

 
915

 
4,573

 
3,633

Adjusted net income from continuing operations applicable to Piper Jaffray Companies' common stockholders
$
27,435

 
$
10,561

 
$
14,509

 
$
53,612

 
$
46,517

 
 
 
 
 
 
 
 
 
 
Earnings per diluted common share from continuing operations:


 


 


 


 


U.S. GAAP basis
$
1.75

 
$
0.42

 
$
0.88

 
$
2.98

 
$
2.58

Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
0.05

 
0.04

 
0.01

 
0.11

 
0.04

Restructuring and integration costs
0.03

 
0.14

 

 
0.17

 
0.12

Amortization of intangible assets related to acquisitions
0.07

 
0.12

 
0.06

 
0.30

 
0.23

Non-U.S. GAAP basis, as adjusted
$
1.91

 
$
0.72

 
$
0.95

 
$
3.56

 
$
2.98


This presentation includes non-GAAP measures. The non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP.


17


Piper Jaffray Companies
Notes to Non-GAAP Financial Schedules

(1)
Selected Summary Financial Information are non-GAAP measures. Management believes that presenting results and measures on an adjusted basis in conjunction with U.S. GAAP measures provides the most meaningful basis for comparison of its operating results across periods.
(2)
A non-GAAP measure which excludes revenues related to noncontrolling interests (see (11) below).
(3)
A non-GAAP measure which excludes compensation expense from acquisition-related agreements.
(4)
A non-GAAP measure which excludes (a) non-compensation expenses related to noncontrolling interests (see (11) below), (b) restructuring and integration costs and (c) amortization of intangible assets related to acquisitions.
(5)
A non-GAAP measure which excludes (a) revenues and expenses related to noncontrolling interests (see (11) below), (b) compensation from acquisition-related agreements, (c) restructuring and integration costs and (d) amortization of intangible assets related to acquisitions.
(6)
A non-GAAP measure which represents adjusted income from continuing operations before adjusted income tax expense as a percentage of adjusted net revenues.
(7)
A non-GAAP measure which excludes the income tax benefit from (a) compensation from acquisition-related agreements, (b) restructuring and integration costs and (c) amortization of intangible assets related to acquisitions.
(8)
A non-GAAP measure which represents net income from continuing operations earned by the Company excluding (a) compensation expense from acquisition-related agreements, (b) restructuring and integration costs, (c) amortization of intangible assets related to acquisitions and (d) the income tax expense/(benefit) allocated to the adjustments.
(9)
Effective tax rate is a non-GAAP measure which is computed based on a quotient, the numerator of which is adjusted income tax expense and the denominator of which is adjusted income from continuing operations before adjusted income tax expense.
(10)
Piper Jaffray Companies calculates earnings per common share using the two-class method, which requires the allocation of consolidated adjusted net income between common shareholders and participating security holders, which in the case of Piper Jaffray Companies, represents unvested stock with dividend rights.
(11)
Noncontrolling interests include revenue and expenses from consolidated alternative asset management entities that are not attributable, either directly or indirectly, to Piper Jaffray Companies.
(12)
A non-GAAP measure which excludes (a) expenses related to noncontrolling interests (see (11) above), (b) compensation from acquisition-related agreements, (c) restructuring and integration costs and (d) amortization of intangible assets related to acquisitions.
(13)
A non-GAAP measure which excludes (a) compensation from acquisition-related agreements, (b) restructuring and integration costs and (c) amortization of intangible assets related to acquisitions.



18