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8-K - 8-K - PIPER SANDLER COMPANIESq420178kearningsrelease.htm
Exhibit 99
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Piper Jaffray Companies Announces
2017 Fourth Quarter and Year-end Results

"Piper Jaffray produced the fourth consecutive year of record revenues in 2017 which, on a non-GAAP basis, drove the highest adjusted EPS and adjusted return on equity in the company’s history," said Chad R. Abraham, chief executive officer. "We are also pleased to announce a special dividend of $1.62 per share, which brings our total dividend for 2017 to $2.87 per share."

Financial Highlights
Record annual revenues of $874.9 million, up 17% from 2016. Fourth quarter revenues of $236.1 million were up 6% year-over-year.
Significant progress on remixing the business to advisory services as our focused execution and investments produced market share gains and strong financial results.
*
Record advisory services revenue of $443.3 million in 2017 represents a five-fold increase since 2013.
*
Advisory services revenues represented 51% of total revenues in 2017, up from 41% in 2016.
On a U.S. GAAP basis, we incurred a net loss of $61.9 million in 2017, or a loss of $5.07 per diluted common share. For the quarter, we incurred a net loss of $46.1 million, or a loss of $3.63 per diluted common share. These results were adversely impacted by certain non-cash charges.
*
The enactment of the Tax Cut and Jobs Act, which reduced the federal corporate tax rate to 21%, required a remeasurement of our deferred tax assets resulting in a $54.2 million non-cash write off in the fourth quarter of 2017.
*
We recorded non-cash goodwill impairment charges of $114.4 million and $82.9 million in the third quarter of 2017 and fourth quarter of 2016, respectively, related to our asset management business.
On a non-GAAP basis, record adjusted net income of $108.9 million, or $7.12 per diluted common share, increased approximately 50% compared to 2016. Fourth quarter adjusted net income of $27.6 million, or $1.80 per diluted common share, reflects a strong finish to the year.
We implemented a new dividend policy to be reflective of the level and stability of our earnings.
*
Intended to return between 30% and 50% of our adjusted net income to shareholders each year via quarterly dividends and a first quarter special cash dividend.
*
Declared a special cash dividend on the company's common stock of $1.62 per share. Including this special cash dividend and the regular quarterly dividends, we will have returned $2.87 per share, or approximately $43.5 million, in the past year to our shareholders.
*
Increased regular quarterly cash dividend by 20% from $0.3125 to $0.375 per share beginning in 2018.
 
 Three Months Ended
 

 
Twelve Months Ended
 
 
(Amounts in thousands, except per share data)
Dec. 31,
 
Dec. 31,
 
2017
 
Dec. 31,
 
Dec. 31,
 
2017
2017
 
2016
 
vs. 2016
 
2017
 
2016
 
vs. 2016
U.S. GAAP
 
 
 
 
 
 
 
 
 
 
 
Net revenues
$
236,082

 
$
222,463

 
6.1
%
 
$
874,923

 
$
747,349

 
17.1
%
Net loss
$
(46,074
)
 
$
(36,985
)
 
N/M

 
$
(61,939
)
 
$
(21,952
)
 
N/M

Loss per diluted common share
$
(3.63
)
 
$
(3.00
)
 
N/M

 
$
(5.07
)
 
$
(1.73
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP (1)
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues
$
235,643

 
$
217,883

 
8.2
%
 
$
869,604

 
$
736,279

 
18.1
%
Adjusted net income
$
27,626

 
$
27,119

 
1.9
%
 
$
108,902

 
$
72,642

 
49.9
%
Adjusted earnings per diluted common share
$
1.80

 
$
1.75

 
2.9
%
 
$
7.12

 
$
4.69

 
51.8
%
(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.
N/M — Not meaningful


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Financial Summary
 
 Three Months Ended
 
Twelve Months Ended
(Amounts in thousands, except per share data)
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
Dec. 31,
 
Dec. 31,
2017
 
2017
 
2016
 
2017
 
2016
U.S. GAAP
 
 
 
 
 
 
 
 
 
Net revenues
$
236,082

 
$
240,567

 
$
222,463

 
$
874,923

 
$
747,349

Compensation ratio
76.0
%
 
70.4
 %
 
69.2
 %
 
70.6
 %
 
68.3
 %
Non-compensation ratio
19.6
%
 
63.7
 %
 
57.5
 %
 
32.8
 %
 
35.8
 %
Pre-tax operating margin
4.3
%
 
(34.2
)%
 
(26.6
)%
 
(3.4
)%
 
(4.1
)%
Net loss
$
(46,074
)
 
$
(49,713
)
 
$
(36,985
)
 
$
(61,939
)
 
$
(21,952
)
 
 
 
 
 
 
 
 
 
 
Non-GAAP (1)
 
 
 
 
 
 
 
 
 
Adjusted net revenues
$
235,643

 
$
241,551

 
$
217,883

 
$
869,604

 
$
736,279

Adjusted compensation ratio
65.7
%
 
64.2
 %
 
63.9
 %
 
64.7
 %
 
64.4
 %
Adjusted non-compensation ratio
17.4
%
 
14.4
 %
 
17.5
 %
 
17.6
 %
 
20.4
 %
Adjusted pre-tax operating margin
16.9
%
 
21.3
 %
 
18.6
 %
 
17.7
 %
 
15.1
 %
Adjusted net income
$
27,626

 
$
32,521

 
$
27,119

 
$
108,902

 
$
72,642

(1)
A 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.

Full Year Commentary
Record advisory services revenues drove our increased net revenues in 2017. This business has been a strategic focus for us, and these results reflect significant market share gains. Also, equity financing revenues increased as the market environment for equity capital raising improved significantly after challenging conditions in 2016. These increases were partially offset by lower public finance revenues, which declined compared to record revenues in the prior year.
Our 2017 results include a $54.2 million tax charge for the remeasurement of our deferred tax assets as a result of the enacted lower federal corporate tax rate. This tax expense is excluded from our non-GAAP results.
The negative pre-tax operating margins on a GAAP basis were adversely impacted by goodwill impairment charges in 2017 and 2016, as well as acquisition-related compensation and intangible asset amortization expenses. Pre-tax operating margin in 2016 was also impacted by restructuring and integration costs primarily from the acquisition of Simmons & Company International. These items are excluded from our non-GAAP results.
On a non-GAAP basis, operating margin improved in 2017 due to operating leverage as a result of higher revenues.

Fourth Quarter Commentary
Strong performances in our advisory services and public finance businesses drove revenues in the fourth quarter of 2017.
Our GAAP compensation ratio increased both sequentially and year-over-year due to higher acquisition-related compensation costs. Our non-GAAP compensation ratio increased as a result of changes in the retirement provisions of our performance share units, which resulted in the recognition of additional compensation expense in the current quarter.
On a GAAP basis, our non-compensation ratio, pre-tax operating margin and net loss in the year-ago and sequential periods were adversely impacted by non-cash goodwill impairment charges of $82.9 million and $114.4 million, respectively, associated with our asset management segment.
Our GAAP net loss for the quarter was attributed to remeasuring our deferred tax assets arising from the enactment of the Tax Cuts and Jobs Act, which lowered the federal corporate tax rate to 21%. This resulted in a non-cash write-off of $54.2 million of our deferred tax assets. This charge was excluded from our non-GAAP results.


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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 variance explanations for net revenues and adjusted revenues are consistent on both a U.S. GAAP and non-GAAP basis.

U.S. GAAP Results and Commentary

Capital Markets
The following table summarizes our Capital Markets business segment results on a U.S. GAAP basis for the periods presented:
 
 Three Months Ended
 
 Percent Inc/(Dec)
 
Twelve Months Ended
 
Percent
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Inc/
(Amounts in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
(Dec)
Net revenues
$
224,389

 
$
227,988

 
$
207,433

 
(1.6
)%
 
8.2
 %
 
$
822,435

 
$
692,304

 
18.8
%
Operating expenses
$
213,637

 
$
196,409

 
$
185,235

 
8.8
 %
 
15.3
 %
 
$
738,339

 
$
645,863

 
14.3
%
Pre-tax operating income
$
10,752

 
$
31,579

 
$
22,198

 
(66.0
)%
 
(51.6
)%
 
$
84,096

 
$
46,441

 
81.1
%
Pre-tax operating margin
4.8%
 
13.9%
 
10.7%
 
 
 
 
 
10.2%
 
6.7%
 
 

Fourth Quarter Commentary
Advisory services revenues were $111.1 million, an increase of 12% compared to the fourth quarter of 2016, reflecting strong execution in a favorable market environment. Revenues in the third quarter of 2017 were elevated by several large fees.
Equity financing revenues of $28.8 million increased 66% and 30% compared to the year-ago period and the sequential quarter, respectively. Market conditions, driven by increased valuations and low volatility, were conducive for equity capital raising in the fourth quarter of 2017.The total fee pool in our target market was up over 30% compared to both of the prior periods.
Debt financing revenues were $33.4 million, down 4% compared to a very strong fourth quarter of 2016. Revenues were up 54% compared to the third quarter of 2017 driven by an increase in municipal issuance volume as issuers raced to complete financings before the implementation of federal tax law changes in 2018.
Equity institutional brokerage revenues of $22.6 million decreased 10% compared to the year-ago period as low volatility resulted in lower trading volumes. Revenues increased 23% compared to the sequential quarter primarily due to an increase in fees received for equity research.
Fixed income institutional brokerage revenues were $26.3 million, up 34% and 27% compared to the fourth quarter of 2016 and the third quarter of 2017, respectively. We recorded increased trading gains in the fourth quarter as we took advantage of trading opportunities in the municipal market created by volatility stemming from record new issuance volume.
Investment income/(loss), which includes realized and unrealized gains and losses on investments (including amounts attributable to noncontrolling interests) in our merchant banking, energy and senior living funds, and other firm investments, was income of $2.5 million for the quarter, compared to income of $10.8 million and a loss of $0.7 million in the year-ago period and the sequential quarter, respectively. We recorded gains on our merchant banking portfolio in both the current quarter and the fourth quarter of 2016.
Operating expenses for the fourth quarter of 2017 were $213.6 million, up 15% and 9% compared to the fourth quarter of 2016 and the sequential quarter, respectively, due to higher acquisition-related compensation costs. In addition, operating expenses increased compared to the year-ago period due to higher compensation expenses arising from increased revenues, and increased compared to the third quarter of 2017 due to higher non-compensation expenses.


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Segment pre-tax operating margin was 4.8% compared to 10.7% in the year-ago period and 13.9% in the third quarter of 2017. Pre-tax operating margin decreased compared to both of the prior periods due to higher acquisition-related compensation costs and the recognition of additional compensation expense in the current quarter related to a recent change in the retirement provisions of our performance share units. The full year impact of this change was captured in the current quarter. Pre-tax operating margin also decreased compared to the sequential quarter due to a higher non-compensation ratio.

Full Year Commentary
Net revenues were $822.4 million, up 19% compared to $692.3 million in the prior year driven by record advisory services revenues. The increase reflects our long-term efforts to invest in and grow the advisory services business and the breadth of our platform. Revenue growth in advisory services also reflects market share gains. Equity financing revenues increased in 2017 after experiencing challenging market conditions for most of 2016, particularly in our focus sectors. These increases were partially offset by lower debt financing and equity institutional brokerage revenues. Debt financing revenues declined moderately compared to record revenues in 2016, and equity institutional brokerage revenues declined as historically low levels of volatility reduced client trading volumes in 2017.
Segment pre-tax operating margin increased compared to the prior year due to a lower non-compensation ratio driven by higher revenues and lower levels of restructuring costs, which was partially offset by higher acquisition-related compensation costs.

Asset Management
The following table summarizes our Asset Management business segment results on a U.S. GAAP basis for the periods presented:
 
 Three Months Ended
 
 Percent Inc/(Dec)
 
Twelve Months Ended
 
Percent
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Inc/
(Amounts in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
(Dec)
Management and performance fees
$
11,430

 
$
12,140

 
$
14,722

 
(5.8
)%
 
(22.4
)%
 
$
51,269

 
$
54,309

 
(5.6
)%
Investment income
$
263

 
$
439

 
$
308

 
(40.1
)%
 
(14.6
)%
 
$
1,219

 
$
736

 
65.6
 %
Operating expenses
$
12,208

 
$
126,394

 
$
96,504

 
(90.3
)%
 
(87.3
)%
 
$
165,907

 
$
132,360

 
25.3
 %
Pre-tax operating loss
$
(515
)
 
$
(113,815
)
 
$
(81,474
)
 
N/M

 
N/M

 
$
(113,419
)
 
$
(77,315
)
 
N/M

Pre-tax operating margin
(4.4)%
 
(904.8)%
 
(542.1)%
 
 
 
 
 
(216.1)%
 
(140.5)%
 
 
N/M — Not meaningful

Fourth Quarter Commentary
AUM was $7.3 billion at the end of the fourth quarter of 2017, compared to $8.7 billion in the year-ago period and $7.6 billion at the end of the third quarter of 2017. The decline in AUM sequentially is attributable to net client outflows in both our equity and MLP product offerings.
Management and performance fees of $11.4 million decreased 22% compared to the year-ago period primarily due to lower management fees from both our equity and MLP strategies from lower average AUM, as well as a lower effective yield driven by the mix of our equity products. Management and performance fees decreased 6% compared to the sequential quarter due primarily to lower management fees from our MLP strategies resulting from lower average AUM.
Operating expenses for the current quarter were $12.2 million, compared to $96.5 million and $126.4 million for the year-ago period and the third quarter of 2017, respectively. We recorded non-cash goodwill impairment charges of $82.9 million and $114.4 million in the fourth quarter of 2016 and the sequential quarter, respectively.
Segment pre-tax operating margin was a negative 4.4% in the current period due to declining profitability in the business. Pre-tax operating margin was negative in both of the prior periods due to non-cash goodwill impairment charges.



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Full Year Commentary
Management and performance fees were $51.3 million in 2017, down 6% compared to 2016, primarily due to lower management fees in our equity product offerings. The decrease resulted from lower average AUM driven by net client outflows. The decrease was partially offset by higher management fees from our MLP product offerings.
The goodwill impairment charges recorded in 2017 and 2016 drove the negative pre-tax operating margins for both years.

Non-GAAP Results and Commentary
Throughout the press release we present 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 and non-compensation expenses from acquisition-related agreements, (4) restructuring and acquisition integration costs, (5) goodwill impairment charges and (6) the impact from remeasuring deferred tax assets resulting from changes to the U.S. federal tax code. Management believes that presenting results and measures on this adjusted basis alongside U.S. GAAP measures provides the most meaningful basis for comparison of its operating results across periods, and enhances the overall understanding of our current financial performance by excluding certain items that may not be indicative of our core operating results. The non-GAAP financial measures should be considered in addition to, not as a substitute for, measures of financial performance 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."

Capital Markets
The following table summarizes our Capital Markets business segment results on a non-GAAP basis for the periods presented:
 
 Three Months Ended
 
 Percent Inc/(Dec)
 
Twelve Months Ended
 
Percent
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Inc/
(Amounts in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
(Dec)
Adjusted net revenues
$
223,950

 
$
228,972

 
$
202,853

 
(2.2
)%
 
10.4
%
 
$
817,116

 
$
681,234

 
19.9
%
Adjusted operating expenses
$
184,953

 
$
179,269

 
$
165,214

 
3.2
 %
 
11.9
%
 
$
669,630

 
$
580,974

 
15.3
%
Adjusted pre-tax operating income
$
38,997

 
$
49,703

 
$
37,639

 
(21.5
)%
 
3.6
%
 
$
147,486

 
$
100,260

 
47.1
%
Adjusted pre-tax operating margin
17.4%
 
21.7%
 
18.6%
 
 
 
 
 
18.0%
 
14.7%
 
 
The variance explanations for adjusted net revenues on a non-GAAP basis are consistent with those for net revenues on a U.S. GAAP basis.

Fourth Quarter Commentary
Adjusted operating expenses for the fourth quarter of 2017 were $185.0 million, up 12% and 3% compared to the fourth quarter of 2016 and the third quarter of 2017, respectively. The increase compared to the year-ago period was primarily due to higher compensation expenses as a result of increased revenues and profitability.
Adjusted segment pre-tax operating margin was 17.4% compared to 18.6% in the year-ago period and 21.7% in the third quarter of 2017. Adjusted pre-tax operating margin was lower compared to both prior periods due to a higher compensation ratio resulting from additional compensation expense in the current quarter related to a change in the retirement provisions of our performance share units. Also, adjusted pre-tax operating margin declined compared to the sequential quarter due to a higher non-compensation ratio.

Full Year Commentary
Adjusted segment pre-tax operating margin of 18.0% in 2017 was an increase from the 14.7% operating margin recorded in 2016 due to operating leverage as a result of higher revenues and business mix. Adjusted net revenues increased 20% in 2017 and adjusted operating expenses increased 15% compared to 2016, reflecting operating leverage in the business.


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Asset Management
The following table summarizes our Asset Management business segment results on a non-GAAP basis for the periods presented:
 
 Three Months Ended
 
 Percent Inc/(Dec)
 
Twelve Months Ended
 
Percent
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Inc/
(Amounts in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
(Dec)
Management and performance fees
$
11,430

 
$
12,140

 
$
14,722

 
(5.8
)%
 
(22.4
)%
 
$
51,269

 
$
54,309

 
(5.6
)%
Investment income
$
263

 
$
439

 
$
308

 
(40.1
)%
 
(14.6
)%
 
$
1,219

 
$
736

 
65.6
 %
Adjusted operating expenses
$
10,819

 
$
10,753

 
$
12,138

 
0.6
 %
 
(10.9
)%
 
$
46,322

 
$
43,824

 
5.7
 %
Adjusted pre-tax operating income
$
874

 
$
1,826

 
$
2,892

 
(52.1
)%
 
(69.8
)%
 
$
6,166

 
$
11,221

 
(45.0
)%
Adjusted pre-tax operating margin
7.5%
 
14.5%
 
19.2%
 
 
 
 
 
11.7%
 
20.4%
 
 
Adjusted segment pre-tax operating margin excluding investment income*
5.3%
 
11.4%
 
17.6%
 
 
 
 
 
9.6%
 
19.3%
 
 
* Management believes that presenting adjusted segment pre-tax operating margin excluding investment income, a non-GAAP measure, provides the most meaningful basis for comparison of the operating results for the Asset Management segment across periods.

The variance explanations for adjusted net revenues on a non-GAAP basis are consistent with those for the corresponding measures on a U.S. GAAP basis. The difference between our operating expenses on a U.S. GAAP basis and our adjusted operating expenses on a non-GAAP basis is due to goodwill impairment charges and intangible asset amortization expense. See the discussion above on AUM.

Fourth Quarter Commentary
Adjusted operating expenses for the fourth quarter of 2017 were $10.8 million, down 11% compared to the fourth quarter of 2016, due to lower expenses resulting from reduced headcount which were partially offset by higher non-compensation expenses.
Adjusted segment pre-tax operating margin was 7.5% compared to 19.2% in the year-ago period and 14.5% in the third quarter of 2017. Excluding investment income on firm capital invested in our strategies, adjusted segment pre-tax operating margin related to our core asset management operations was 5.3% in the fourth quarter of 2017, compared to 17.6% in the year-ago period and 11.4% in the sequential quarter. Adjusted pre-tax operating margin declined compared to both of the prior periods due to lower management fees.

Full Year Commentary
Adjusted pre-tax operating margin declined from 20.4% in 2016 to 11.7% in 2017. Excluding investment income, adjusted pre-tax operating margin was 9.6% in 2017, compared to 19.3% in the prior year. The decrease was due to declining revenues and increasing operating expenses.


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Taxes
The Tax Cuts and Jobs Act, which was enacted on December 22, 2017, will have a significant impact on the federal tax code, including a corporate federal rate reduction from 35% to 21% effective in 2018. In the fourth quarter of 2017, the new tax law resulted in a one-time non-cash write-off of $54.2 million as we remeasured our deferred tax assets based on the lower enacted rate. In addition, certain corporate tax deductions will be repealed or amended. For example, corporate tax deductions for public company executive compensation in excess of $1 million will no longer be allowed. Beginning in 2018, our non-GAAP effective tax rate is estimated to be between 25% and 27%.
Effective as of January 1, 2017, new accounting guidance requires us to recognize the income tax effects of stock-based compensation awards in the income statement when the awards vest, rather than as additional paid-in capital. For the three and twelve months ended December 31, 2017, we recorded a tax benefit of $0.1 million and $9.2 million, respectively, related to restricted stock vesting at values greater than the grant price.

Dividends
In the fourth quarter of 2017, our Board of Directors approved a new dividend policy intended to return between approximately 30% and 50% of the company's adjusted net income from the previous fiscal year to shareholders. This will include the addition of an annual special cash dividend, payable in the first quarter of each year. Our Board of Directors has declared a special cash dividend on the company's common stock of $1.62 per share. This special dividend will be paid on March 15, 2018, to shareholders of record as of the close of business on February 26, 2018. Including this special cash dividend and the regular quarterly dividends totaling $1.25 per share paid during 2017, we will have returned approximately 40% of our fiscal year 2017 adjusted net income to shareholders.
Our Board of Directors has also declared a quarterly cash dividend on the company's common stock of $0.375 per share to be paid on March 15, 2018, to shareholders of record as of the close of business on February 26, 2018. We initiated the payment of a quarterly dividend in the first quarter of 2017 as another way of returning capital to our shareholders and reflects the level and stability of our earnings.





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Additional Shareholder Information
 
For the Quarter Ended
 
Dec. 31, 2017
 
Sept. 30, 2017
 
Dec. 31, 2016
Full time employees
1,266
 
1,275
 
1,297
Equity financings
 
 
 
 
 
# of transactions
24
 
16
 
20
Capital raised
$5.1 billion
 
$1.9 billion
 
$4.0 billion
Municipal negotiated issuances
 
 
 
 
 
 # of transactions
188
 
139
 
201
Par value
$4.6 billion
 
$3.4 billion
 
$4.5 billion
Advisory transactions
 
 
 
 
 
# of transactions
45
 
43
 
46
Aggregate deal value
$6.5 billion
 
$11.3 billion
 
$8.3 billion
Asset Management
 
 
 
 
 
AUM
$7.3 billion
 
$7.6 billion
 
$8.7 billion
Common shareholders’ equity
$693.3 million
 
$738.3 million
 
$759.3 million
Number of common shares outstanding (in thousands)
12,911
 
12,900
 
12,392
Rolling 12 month return on average common shareholders’ equity *
(8.1)%
 
(6.8)%
 
(2.8)%
Adjusted rolling 12 month return on average common shareholders’ equity †
14.2%
 
13.9%
 
9.2%
Book value per share
$53.70
 
$57.23
 
$61.27
Tangible book value per share ‡
$45.59
 
$48.89
 
$42.43
*
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.
Adjusted rolling 12 month return on average common shareholders' equity, a non-GAAP measure, is computed by dividing adjusted net income for the last 12 months by average monthly common shareholders' equity. For a detailed explanation of the components of adjusted net income, see "Reconciliation of U.S. GAAP to Selected Summary Financial Information." Management believes that the adjusted rolling 12 month return on average common shareholders' equity provides a meaningful measure of our return on the core operating results of the business.
‡    Tangible book value per share, a non-GAAP measure, is computed by dividing tangible common shareholders' equity by common shares outstanding. Tangible common shareholders' equity equals total common 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 U.S. 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, 2017
 
Sept. 30, 2017
 
Dec. 31, 2016
Common shareholders’ equity
$
693,332

 
$
738,266

 
$
759,250

Deduct: goodwill and identifiable intangible assets
104,689

 
107,623

 
233,452

Tangible common shareholders’ equity
$
588,643

 
$
630,643

 
$
525,798




8


pjlogoblacka01.jpg


Additional Shareholder Information – Continued
 
For the Year Ended
 
Dec. 31, 2017
 
Dec. 31, 2016
Equity financings
 
 
 
# of transactions
84
 
68
Capital raised
$17.1 billion
 
$13.7 billion
Municipal negotiated issuances
 
 
 
 # of transactions
622
 
718
Par value
$15.3 billion
 
$16.7 billion
Advisory transactions
 
 
 
# of transactions
163
 
150
Aggregate deal value
$34.3 billion
 
$22.3 billion

Conference Call
Chad R. Abraham, chief executive officer; Debbra L. Schoneman, president; and Timothy L. Carter, chief financial officer, will hold a conference call to review the financial results on Thursday, February 1, 2018, at 9 a.m. Eastern Time (8 a.m. Central Time). The earnings release will be available on or after February 1, 2018, at the firm's Web site at www.piperjaffray.com. The call can be accessed via webcast or by dialing (888) 810-0209 (toll-free domestic) or (706) 902-1361 (international) and referencing reservation number: 9599039. 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 noon Eastern Time (11 a.m. Central Time) on February 1, 2018 at the same Web address or by dialing (855) 859-2056 and referencing reservation number: 9599039.

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, Aberdeen, Hong Kong and Zurich. www.piperjaffray.com

Investor Relations Contact
Tom Smith
(612) 303-6336



9


pjlogoblacka01.jpg


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 the outlook for corporate advisory (i.e., M&A), public finance and capital markets transactions (including our performance in specific sectors and the outlook for future quarters), economic and market conditions (including the outlook for equity markets and the interest rate environment), the state of our equity and fixed income brokerage and asset management business (e.g., the impact of new European regulatory requirements), anticipated financial results generally (including expectations regarding our revenue levels, compensation ratio, compensation and benefits expense, effective tax rate, non-compensation expenses, operating margins, earnings per share, and return on equity), current deal pipelines (or backlogs), the liquidity of fixed income markets and impact on our related inventory, our strategic priorities (including the diversification of our product platform and growth in corporate advisory and public finance), our remixing efforts for current product offerings, the payment of our quarterly and special dividends to our shareholders, 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:
revenues from corporate advisory (i.e., M&A) engagements and equity and debt financings may vary materially depending on the number, size, and timing of completed transactions, and completed transactions do not generally provide for subsequent engagements;
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;
the volume of anticipated investment banking transactions – both corporate advisory (i.e., M&A) and equity financing – as reflected in our deal pipelines and the corresponding revenues from the transactions may vary from quarter to quarter significantly, particularly if there is a decline in macroeconomic conditions or the financial markets, or if the terms of any transactions are modified;
asset management revenue may vary based on product trends favoring passive investment products, and investment performance and market factors, with market factors impacting certain sectors that are more heavily weighted to our business, e.g. energy-based MLP funds;
interest rate volatility, especially if the changes are rapid or severe, could negatively impact our fixed income institutional business and the negative impact could be exaggerated by reduced liquidity in the fixed income markets; 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, 2016 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, 2016, 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.


© 2018 Piper Jaffray Companies, 800 Nicollet Mall, Suite 1000, Minneapolis, Minnesota 55402-7020
###


10


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 '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Percent
(Amounts in thousands, except per share data)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
Inc/(Dec)
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
172,577

 
$
190,482

 
$
152,306

 
(9.4
)%
 
13.3
 %
 
$
633,837

 
$
490,340

 
29.3
 %
Institutional brokerage
43,480

 
34,873

 
38,763

 
24.7

 
12.2

 
154,563

 
161,186

 
(4.1
)
Asset management
12,824

 
12,818

 
16,973

 

 
(24.4
)
 
56,835

 
60,672

 
(6.3
)
Interest
9,305

 
7,164

 
8,980

 
29.9

 
3.6

 
31,954

 
33,074

 
(3.4
)
Investment income/(loss)
2,596

 
(422
)
 
10,583

 
N/M

 
(75.5
)
 
18,002

 
24,602

 
(26.8
)
Total revenues
240,782

 
244,915

 
227,605

 
(1.7
)
 
5.8

 
895,191

 
769,874

 
16.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
4,700

 
4,348

 
5,142

 
8.1

 
(8.6
)
 
20,268

 
22,525

 
(10.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
236,082

 
240,567

 
222,463

 
(1.9
)
 
6.1

 
874,923

 
747,349

 
17.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Compensation and benefits
179,474

 
169,469

 
153,842

 
5.9

 
16.7

 
617,635

 
510,612

 
21.0

Outside services
10,400

 
7,495

 
10,366

 
38.8

 
0.3

 
38,012

 
39,289

 
(3.3
)
Occupancy and equipment
8,616

 
8,127

 
9,502

 
6.0

 
(9.3
)
 
33,462

 
34,813

 
(3.9
)
Communications
7,866

 
7,136

 
7,157

 
10.2

 
9.9

 
29,891

 
29,626

 
0.9

Marketing and business development
8,781

 
6,683

 
6,600

 
31.4

 
33.0

 
31,293

 
30,404

 
2.9

Trade execution and clearance
2,302

 
2,125

 
1,965

 
8.3

 
17.2

 
8,166

 
7,651

 
6.7

Restructuring and integration costs

 

 

 

 

 

 
10,206

 
(100.0
)
Goodwill impairment

 
114,363

 
82,900

 
(100.0
)
 
(100.0
)
 
114,363

 
82,900

 
38.0

Intangible asset amortization
3,934

 
3,822

 
5,814

 
2.9

 
(32.3
)
 
15,400

 
21,214

 
(27.4
)
Back office conversion costs
900

 
1,293

 
561

 
(30.4
)
 
60.4

 
3,927

 
561

 
600.0

Other operating expenses
3,572

 
2,290

 
3,032

 
56.0

 
17.8

 
12,097

 
10,947

 
10.5

Total non-interest expenses
225,845

 
322,803

 
281,739

 
(30.0
)
 
(19.8
)
 
904,246

 
778,223

 
16.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income/(loss) before income tax expense/(benefit)
10,237

 
(82,236
)
 
(59,276
)
 
N/M

 
N/M

 
(29,323
)
 
(30,874
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income tax expense/(benefit)
57,141

 
(31,423
)
 
(25,895
)
 
N/M

 
N/M

 
30,229

 
(17,128
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net loss
(46,904
)
 
(50,813
)
 
(33,381
)
 
N/M

 
N/M

 
(59,552
)
 
(13,746
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income/(loss) applicable to noncontrolling interests
(830
)
 
(1,100
)
 
3,604

 
N/M

 
N/M

 
2,387

 
8,206

 
(70.9
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net loss applicable to Piper Jaffray Companies (a)
$
(46,074
)
 
$
(49,713
)
 
$
(36,985
)
 
N/M

 
N/M

 
$
(61,939
)
 
$
(21,952
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net loss applicable to Piper Jaffray Companies’ common shareholders (a)
$
(46,771
)
 
$
(50,415
)
 
$
(36,985
)
 
N/M

 
N/M

 
$
(64,875
)
 
$
(21,952
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss per common share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
$
(3.63
)
 
$
(3.91
)
 
$
(3.00
)
 
N/M

 
N/M

 
$
(5.07
)
 
$
(1.73
)
 
N/M

Diluted (b)
$
(3.63
)
 
$
(3.91
)
 
$
(3.00
)
 
N/M

 
N/M

 
$
(5.07
)
 
$
(1.73
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends declared per common share
$
0.31

 
$
0.31

 
$

 

 
N/M

 
$
1.25

 
$

 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
12,906

 
12,898

 
12,337

 
0.1
 %
 
4.6
 %
 
12,807

 
12,674

 
1.0
 %
Diluted
13,075

 
12,975

 
12,519

 
0.8
 %
 
4.4
 %
 
12,978

 
12,779

 
1.6
 %
N/M — Not meaningful
(a)
Piper Jaffray Companies calculates earnings per common share using the two-class method, which requires the allocation of distributed and undistributed earnings to participating securities. No allocation of undistributed earnings is made for periods in which a loss is incurred. Distributed earnings (e.g., dividends) are allocated to participating securities. Participating securities include all of the Company’s unvested restricted shares.
(b)
Earnings per diluted common share is calculated using the basic weighted average number of common shares outstanding for periods in which a loss is incurred.


11


Piper Jaffray Companies
Preliminary Segment Data (U.S. GAAP – Unaudited)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Percent
(Dollars in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
Inc/(Dec)
Capital Markets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Financing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
$
28,767

 
$
22,117

 
$
17,330

 
30.1
 %
 
66.0
 %
 
$
98,996

 
$
71,161

 
39.1
 %
Debt
33,368

 
21,687

 
34,818

 
53.9

 
(4.2
)
 
93,434

 
115,013

 
(18.8
)
Advisory services
111,098

 
146,816

 
99,683

 
(24.3
)
 
11.5

 
443,303

 
304,654

 
45.5

Total investment banking
173,233

 
190,620

 
151,831

 
(9.1
)
 
14.1

 
635,733

 
490,828

 
29.5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Institutional sales and trading
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
22,632

 
18,410

 
25,219

 
22.9

 
(10.3
)
 
81,717

 
87,992

 
(7.1
)
Fixed income
26,318

 
20,676

 
19,648

 
27.3

 
33.9

 
89,455

 
91,466

 
(2.2
)
Total institutional sales and trading
48,950

 
39,086

 
44,867

 
25.2

 
9.1

 
171,172

 
179,458

 
(4.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
1,394

 
678

 
2,251

 
105.6

 
(38.1
)
 
5,566

 
6,363

 
(12.5
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income/(loss)
2,485

 
(660
)
 
10,782

 
N/M

 
(77.0
)
 
17,640

 
24,791

 
(28.8
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term financing expenses
(1,673
)
 
(1,736
)
 
(2,298
)
 
(3.6
)
 
(27.2
)
 
(7,676
)
 
(9,136
)
 
(16.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
224,389

 
227,988

 
207,433

 
(1.6
)
 
8.2

 
822,435

 
692,304

 
18.8

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
213,637

 
196,409

 
185,235

 
8.8

 
15.3

 
738,339

 
645,863

 
14.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income
$
10,752

 
$
31,579

 
$
22,198

 
(66.0
)%
 
(51.6
)%
 
$
84,096

 
$
46,441

 
81.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating margin
4.8%
 
13.9%
 
10.7%
 
 
 
 
 
10.2%
 
6.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Management
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management fees
$
11,430

 
$
12,140

 
$
14,138

 
(5.8
)%
 
(19.2
)%
 
$
51,269

 
$
53,725

 
(4.6
)%
Performance fees

 

 
584

 

 
(100.0
)
 

 
584

 
(100.0
)
Total management and performance fees
11,430

 
12,140

 
14,722

 
(5.8
)
 
(22.4
)
 
51,269

 
54,309

 
(5.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
263

 
439

 
308

 
(40.1
)
 
(14.6
)
 
1,219

 
736

 
65.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
11,693

 
12,579

 
15,030

 
(7.0
)
 
(22.2
)
 
52,488

 
55,045

 
(4.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses (a)
12,208


126,394

 
96,504

 
(90.3
)
 
(87.3
)
 
165,907

 
132,360

 
25.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating loss
$
(515
)
 
$
(113,815
)
 
$
(81,474
)
 
N/M

 
N/M

 
$
(113,419
)
 
$
(77,315
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating margin
(4.4)%
 
(904.8)%
 
(542.1)%
 
 
 
 
 
(216.1)%
 
(140.5)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
$
236,082

 
$
240,567

 
$
222,463

 
(1.9
)%
 
6.1
 %
 
$
874,923

 
$
747,349

 
17.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses (a)
225,845


322,803

 
281,739

 
(30.0
)
 
(19.8
)
 
904,246

 
778,223

 
16.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax operating income/(loss)
$
10,237

 
$
(82,236
)
 
$
(59,276
)
 
N/M

 
N/M

 
$
(29,323
)
 
$
(30,874
)
 
N/M

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax operating margin
4.3%
 
(34.2)%
 
(26.6)%
 
 
 
 
 
(3.4)%

(4.1)%
 
 
N/M — Not meaningful
(a) Operating expenses include a $114.4 million goodwill impairment charge for the three months ended September 30, 2017, and twelve months ended December 31, 2017, and a $82.9 million goodwill impairment charge for the three and twelve months ended December 31, 2016.


12


Piper Jaffray Companies
Preliminary Selected Summary Financial Information (Non-GAAP – Unaudited) (1)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Percent
(Amounts in thousands, except per share data)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
Inc/(Dec)
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
$
172,577

 
$
190,482

 
$
152,306

 
(9.4
)%
 
13.3
 %
 
$
633,837

 
$
490,340

 
29.3
 %
Institutional brokerage
43,480

 
34,873

 
39,333

 
24.7

 
10.5

 
154,563

 
161,573

 
(4.3
)
Asset management
12,824

 
12,818

 
16,973

 

 
(24.4
)
 
56,835

 
60,672

 
(6.3
)
Interest
9,305

 
7,164

 
8,431

 
29.9

 
10.4

 
31,954

 
31,013

 
3.0

Investment income
2,157

 
562

 
5,821

 
283.8

 
(62.9
)
 
12,683

 
14,503

 
(12.5
)
Total revenues
240,343

 
245,899

 
222,864

 
(2.3
)
 
7.8

 
889,872

 
758,101

 
17.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
4,700

 
4,348

 
4,981

 
8.1

 
(5.6
)
 
20,268

 
21,822

 
(7.1
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
$
235,643

 
$
241,551

 
$
217,883

 
(2.4
)%
 
8.2
 %
 
$
869,604

 
$
736,279

 
18.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest expenses:


 


 


 


 


 


 


 


Adjusted compensation and benefits (3)
$
154,776

 
$
155,160

 
$
139,145

 
(0.2
)%
 
11.2
 %
 
$
562,636

 
$
474,371

 
18.6
 %
Ratio of adjusted compensation and benefits to adjusted net revenues
65.7
%
 
64.2
%
 
63.9
%
 
 
 
 
 
64.7
%
 
64.4
%
 
 
 
 
 
 
 
 
 


 


 
 
 
 
 


Adjusted non-compensation expenses (4)
$
40,996

 
$
34,862

 
$
38,207

 
17.6
 %
 
7.3
 %
 
$
153,316

 
$
150,427

 
1.9
 %
Ratio of adjusted non-compensation expenses to adjusted net revenues
17.4
%
 
14.4
%
 
17.5
%
 
 
 
 
 
17.6
%
 
20.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income before adjusted income tax expense (5)
$
39,871

 
$
51,529

 
$
40,531

 
(22.6
)%
 
(1.6
)%
 
$
153,652

 
$
111,481

 
37.8
 %
Adjusted operating margin (6)
16.9
%
 
21.3
%
 
18.6
%
 
 
 
 
 
17.7
%
 
15.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted income tax expense (7)
12,245

 
19,008

 
13,412

 
(35.6
)
 
(8.7
)
 
44,750

 
38,839

 
15.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net income (8)
$
27,626

 
$
32,521

 
$
27,119

 
(15.1
)%
 
1.9
 %
 
$
108,902

 
$
72,642

 
49.9
 %
Effective tax rate (9)
30.7
%
 
36.9
%
 
33.1
%
 
 
 
 
 
29.1
%
 
34.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net income applicable to Piper Jaffray Companies’ common shareholders (10)
$
23,595

 
$
27,718

 
$
21,969

 
(14.9
)%
 
7.4
 %
 
$
92,184

 
$
59,929

 
53.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings per diluted common share
$
1.80

 
$
2.13

 
$
1.75

 
(15.5
)%
 
2.9
 %
 
$
7.12

 
$
4.69

 
51.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted
13,075

 
12,975

 
12,519

 
0.8
 %
 
4.4
 %
 
12,978

 
12,779

 
1.6
 %
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 (Non-GAAP – Unaudited)
 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Percent
(Dollars in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
Inc/(Dec)
Capital Markets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment banking
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Financing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
$
28,767

 
$
22,117

 
$
17,330

 
30.1
 %
 
66.0
 %
 
$
98,996

 
$
71,161

 
39.1
 %
Debt
33,368

 
21,687

 
34,818

 
53.9

 
(4.2
)
 
93,434

 
115,013

 
(18.8
)
Advisory services
111,098

 
146,816

 
99,683

 
(24.3
)
 
11.5

 
443,303

 
304,654

 
45.5

Total investment banking
173,233

 
190,620

 
151,831

 
(9.1
)
 
14.1

 
635,733

 
490,828

 
29.5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Institutional sales and trading
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equities
22,632

 
18,410

 
25,219

 
22.9

 
(10.3
)
 
81,717

 
87,992

 
(7.1
)
Fixed income
26,318

 
20,676

 
19,830

 
27.3

 
32.7

 
89,455

 
90,495

 
(1.1
)
Total institutional sales and trading
48,950

 
39,086

 
45,049

 
25.2

 
8.7

 
171,172

 
178,487

 
(4.1
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
1,394

 
678

 
2,251

 
105.6

 
(38.1
)
 
5,566

 
6,363

 
(12.5
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
2,046

 
324

 
6,020

 
531.5

 
(66.0
)
 
12,321

 
14,692

 
(16.1
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term financing expenses
(1,673
)
 
(1,736
)
 
(2,298
)
 
(3.6
)
 
(27.2
)
 
(7,676
)
 
(9,136
)
 
(16.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
223,950

 
228,972

 
202,853

 
(2.2
)
 
10.4

 
817,116

 
681,234

 
19.9

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses (12)
184,953

 
179,269

 
165,214

 
3.2

 
11.9

 
669,630

 
580,974

 
15.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating income
$
38,997

 
$
49,703

 
$
37,639

 
(21.5
)%
 
3.6
 %
 
$
147,486

 
$
100,260

 
47.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating margin (6)
17.4%
 
21.7%
 
18.6%
 
 
 
 
 
18.0%
 
14.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Continued on next page


14


 
Three Months Ended
 
Percent Inc/(Dec)
 
Twelve Months Ended
 
 
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
4Q '17
 
4Q '17
 
Dec. 31,
 
Dec. 31,
 
Percent
(Dollars in thousands)
2017
 
2017
 
2016
 
vs. 3Q '17
 
vs. 4Q '16
 
2017
 
2016
 
Inc/(Dec)
Asset Management
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management and performance fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management fees
$
11,430

 
$
12,140

 
$
14,138

 
(5.8
)%
 
(19.2
)%
 
$
51,269

 
$
53,725

 
(4.6
)%
Performance fees

 

 
584

 

 
(100.0
)
 

 
584

 
(100.0
)
Total management and performance fees
11,430

 
12,140

 
14,722

 
(5.8
)
 
(22.4
)
 
51,269

 
54,309

 
(5.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment income
263

 
439

 
308

 
(40.1
)
 
(14.6
)
 
1,219

 
736

 
65.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenues
11,693

 
12,579

 
15,030

 
(7.0
)
 
(22.2
)
 
52,488

 
55,045

 
(4.6
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses (13)
10,819

 
10,753

 
12,138

 
0.6

 
(10.9
)
 
46,322

 
43,824

 
5.7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating income (13)
$
874

 
$
1,826

 
$
2,892

 
(52.1
)%
 
(69.8
)%
 
$
6,166

 
$
11,221

 
(45.0
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted segment pre-tax operating margin (6)
7.5%
 
14.5%
 
19.2%
 
 
 
 
 
11.7%
 
20.4%
 
 
 
 
 
 
 
 
 
 
 
 
 

 

 
 
Adjusted segment pre-tax operating margin excluding investment income *
5.3%
 
11.4%
 
17.6%
 
 
 
 
 
9.6%
 
19.3%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenues (2)
$
235,643

 
$
241,551

 
$
217,883

 
(2.4
)%
 
8.2
 %
 
$
869,604

 
$
736,279

 
18.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating expenses
195,772

 
190,022

 
177,352

 
3.0

 
10.4

 
715,952

 
624,798

 
14.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted pre-tax operating income (5)
$
39,871

 
$
51,529

 
$
40,531

 
(22.6
)%
 
(1.6
)%
 
$
153,652

 
$
111,481

 
37.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted pre-tax operating margin (6)
16.9%
 
21.3%
 
18.6%
 
 
 
 
 
17.7%
 
15.1%
 
 
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."
* Management believes that presenting adjusted segment pre-tax operating margin excluding investment income, a non-GAAP measure, provides the most meaningful basis for comparison of the operating results for the Asset Management segment across periods.



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)
2017
 
2017
 
2016
 
2017
 
2016
Consolidated
 
 
 
 
 
 
 
 
 
Net revenues:
 
 
 
 
 
 
 
 
 
Net revenues – U.S. GAAP basis
$
236,082

 
$
240,567

 
$
222,463

 
$
874,923

 
$
747,349

Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(439
)
 
984

 
(4,580
)
 
(5,319
)
 
(11,070
)
Adjusted net revenues
$
235,643

 
$
241,551

 
$
217,883

 
$
869,604

 
$
736,279

 
 
 
 
 
 
 
 
 
 
Compensation and benefits:
 
 
 
 
 
 
 
 
 
Compensation and benefits – U.S. GAAP basis
$
179,474

 
$
169,469

 
$
153,842

 
$
617,635

 
$
510,612

Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
(24,698
)
 
(14,309
)
 
(14,697
)
 
(54,999
)
 
(36,241
)
Adjusted compensation and benefits
$
154,776

 
$
155,160

 
$
139,145

 
$
562,636

 
$
474,371

 
 
 
 
 
 
 
 
 
 
Non-compensation expenses:
 
 
 
 
 
 
 
 
 
Non-compensation expenses – U.S. GAAP basis
$
46,371

 
$
153,334

 
$
127,897

 
$
286,611

 
$
267,611

Adjustments:
 
 
 
 
 
 
 
 
 
Non-compensation expenses related to noncontrolling interests (11)
(1,269
)
 
(116
)
 
(976
)
 
(2,932
)
 
(2,864
)
Restructuring and integration costs

 

 

 

 
(10,206
)
Goodwill impairment

 
(114,363
)
 
(82,900
)
 
(114,363
)
 
(82,900
)
Amortization of intangible assets related to acquisitions
(3,934
)
 
(3,822
)
 
(5,814
)
 
(15,400
)
 
(21,214
)
Non-compensation expenses from acquisition-related agreements
(172
)
 
(171
)
 

 
(600
)
 

Adjusted non-compensation expenses
$
40,996

 
$
34,862

 
$
38,207

 
$
153,316

 
$
150,427

 
 
 
 
 
 
 
 
 
 
Income/(loss) before income tax expense/(benefit):
 
 
 
 
 
 
 
 
 
Income/(loss) before income tax expense/(benefit) – U.S. GAAP basis
$
10,237

 
$
(82,236
)
 
$
(59,276
)
 
$
(29,323
)
 
$
(30,874
)
Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(439
)
 
984

 
(4,580
)
 
(5,319
)
 
(11,070
)
Expenses related to noncontrolling interests (11)
1,269

 
116

 
976

 
2,932

 
2,864

Compensation from acquisition-related agreements
24,698

 
14,309

 
14,697

 
54,999

 
36,241

Restructuring and integration costs

 

 

 

 
10,206

Goodwill impairment

 
114,363

 
82,900

 
114,363

 
82,900

Amortization of intangible assets related to acquisitions
3,934

 
3,822

 
5,814

 
15,400

 
21,214

Non-compensation expenses from acquisition-related agreements
172

 
171

 

 
600

 

Adjusted income before adjusted income tax expense
$
39,871

 
$
51,529

 
$
40,531

 
$
153,652

 
$
111,481

 
 
 
 
 
 
 
 
 
 
Income tax expense/(benefit):
 
 
 
 
 
 
 
 
 
Income tax expense/(benefit) – U.S. GAAP basis
$
57,141

 
$
(31,423
)
 
$
(25,895
)
 
$
30,229

 
$
(17,128
)
Tax effect of adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
8,441

 
4,865

 
5,064

 
19,244

 
12,541

Restructuring and integration costs

 

 

 

 
3,192

Goodwill impairment
(572
)
 
44,144

 
31,999

 
43,572

 
31,999

Amortization of intangible assets related to acquisitions
1,442

 
1,475

 
2,244

 
5,866

 
8,235

Non-compensation expenses from acquisition related agreements
(53
)
 
(53
)
 

 
(7
)
 

Impact of the Tax Cuts and Jobs Act legislation
(54,154
)
 

 

 
(54,154
)
 

Adjusted income tax expense
$
12,245

 
$
19,008

 
$
13,412

 
$
44,750

 
$
38,839

 
 
 
 
 
 
 
 
 
 
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)
2017
 
2017
 
2016
 
2017
 
2016
Net income/(loss) applicable to Piper Jaffray Companies:
 
 
 
 
 
 
 
 
 
Loss applicable to Piper Jaffray Companies – U.S. GAAP basis
$
(46,074
)
 
$
(49,713
)
 
$
(36,985
)
 
$
(61,939
)
 
$
(21,952
)
Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
16,257

 
9,444

 
9,633

 
35,755

 
23,700

Restructuring and integration costs

 

 

 

 
7,014

Goodwill impairment
572

 
70,219

 
50,901

 
70,791

 
50,901

Amortization of intangible assets related to acquisitions
2,492

 
2,347

 
3,570

 
9,534

 
12,979

Non-compensation expenses from acquisition-related agreements
225

 
224

 

 
607

 

Impact of the Tax Cuts and Jobs Act legislation
54,154

 

 

 
54,154

 

Adjusted net income
$
27,626

 
$
32,521

 
$
27,119

 
$
108,902

 
$
72,642

 
 
 
 
 
 
 
 
 
 
Net income/(loss) applicable to Piper Jaffray Companies' common shareholders:
 
 
 
 
 
 
 
 
 
Loss applicable to Piper Jaffray Companies' common stockholders – U.S. GAAP basis
$
(46,771
)
 
$
(50,415
)
 
$
(36,985
)
 
$
(64,875
)
 
$
(21,952
)
Adjustment for loss allocated to participating shares (10)
7,420

 
8,045

 
7,024

 
12,444

 
3,842

 
(39,351
)
 
(42,370
)
 
(29,961
)
 
(52,431
)
 
(18,110
)
Adjustments:
 
 
 
 
 
 


 
 
Compensation from acquisition-related agreements
13,885

 
8,049

 
7,803

 
30,266

 
19,552

Restructuring and integration costs

 

 

 

 
5,786

Goodwill impairment
489

 
59,848

 
41,235

 
59,924

 
41,993

Amortization of intangible assets related to acquisitions
2,128

 
2,000

 
2,892

 
8,070

 
10,708

Non-compensation expenses from acquisition-related agreements
192

 
191

 

 
514

 

Impact of the Tax Cuts and Jobs Act legislation
46,252

 

 

 
45,841

 

Adjusted net income applicable to Piper Jaffray Companies' common stockholders
$
23,595

 
$
27,718

 
$
21,969

 
$
92,184

 
$
59,929

 
 
 
 
 
 
 
 
 
 
Earnings/(loss) per diluted common share:


 


 


 


 


Loss per diluted common share – U.S. GAAP basis
$
(3.63
)
 
$
(3.91
)
 
$
(3.00
)
 
$
(5.07
)
 
$
(1.73
)
Adjustment for loss allocated to participating shares (10)
0.62

 
0.64

 
0.56

 
1.04

 
0.30

 
(3.01
)
 
(3.27
)
 
(2.44
)
 
(4.03
)
 
(1.43
)
Adjustments:
 
 
 
 
 
 
 
 
 
Compensation from acquisition-related agreements
1.06

 
0.62

 
0.63

 
2.33

 
1.53

Restructuring and integration costs

 

 

 

 
0.45

Goodwill impairment
0.04

 
4.61

 
3.30

 
4.62

 
3.29

Amortization of intangible assets related to acquisitions
0.16

 
0.15

 
0.24

 
0.62

 
0.84

Non-compensation expenses from acquisition-related agreements
0.01

 
0.02

 

 
0.04

 

Impact of the Tax Cuts and Jobs Act legislation
3.54

 

 

 
3.54

 

Adjusted earnings per diluted common share
$
1.80

 
$
2.13

 
$
1.75

 
$
7.12

 
$
4.69

 
 
 
 
 
 
 
 
 
 
Continued on next page


17


 
Three Months Ended
 
Twelve Months Ended
 
Dec. 31,
 
Sept. 30,
 
Dec. 31,
 
Dec. 31,
 
Dec. 31,
(Amounts in thousands, except per share data)
2017
 
2017
 
2016
 
2017
 
2016
Capital Markets
 
 
 
 
 
 
 
 
 
Net revenues:
 
 
 
 
 
 
 
 
 
Net revenues – U.S. GAAP basis
$
224,389

 
$
227,988

 
$
207,433

 
$
822,435

 
$
692,304

Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(439
)
 
984

 
(4,580
)
 
(5,319
)
 
(11,070
)
Adjusted net revenues
$
223,950

 
$
228,972

 
$
202,853

 
$
817,116

 
$
681,234

 
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
Operating expenses – U.S. GAAP basis
$
213,637

 
$
196,409

 
$
185,235

 
$
738,339

 
$
645,863

Adjustments:
 
 
 
 
 
 
 
 
 
Expenses related to noncontrolling interests (11)
(1,269
)
 
(116
)
 
(976
)
 
(2,932
)
 
(2,864
)
Compensation from acquisition-related agreements
(24,698
)
 
(14,309
)
 
(14,697
)
 
(54,999
)
 
(36,241
)
Restructuring and integration costs

 

 

 

 
(10,197
)
Amortization of intangible assets related to acquisitions
(2,545
)
 
(2,544
)
 
(4,348
)
 
(10,178
)
 
(15,587
)
Non-compensation expenses from acquisition-related agreements
(172
)
 
(171
)
 

 
(600
)
 

Adjusted operating expenses
$
184,953

 
$
179,269

 
$
165,214

 
$
669,630

 
$
580,974

 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income:
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income – U.S. GAAP basis
$
10,752

 
$
31,579

 
$
22,198

 
$
84,096

 
$
46,441

Adjustments:
 
 
 
 
 
 
 
 
 
Revenue related to noncontrolling interests (11)
(439
)
 
984

 
(4,580
)
 
(5,319
)
 
(11,070
)
Expenses related to noncontrolling interests (11)
1,269

 
116

 
976

 
2,932

 
2,864

Compensation from acquisition-related agreements
24,698

 
14,309

 
14,697

 
54,999

 
36,241

Restructuring and integration costs

 

 

 

 
10,197

Amortization of intangible assets related to acquisitions
2,545

 
2,544

 
4,348

 
10,178

 
15,587

Non-compensation expenses from acquisition-related agreements
172

 
171

 

 
600

 

Adjusted segment pre-tax operating income
$
38,997

 
$
49,703

 
$
37,639

 
$
147,486

 
$
100,260

 
 
 
 
 
 
 
 
 
 
Asset Management
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
Operating expenses – U.S. GAAP basis
$
12,208

 
$
126,394

 
$
96,504

 
$
165,907

 
$
132,360

Adjustments:
 
 
 
 
 
 
 
 
 
Restructuring and integration costs

 

 

 

 
(9
)
Goodwill impairment

 
(114,363
)
 
(82,900
)
 
(114,363
)
 
(82,900
)
Amortization of intangible assets related to acquisitions
(1,389
)
 
(1,278
)
 
(1,466
)
 
(5,222
)
 
(5,627
)
Adjusted operating expenses
$
10,819

 
$
10,753

 
$
12,138

 
$
46,322

 
$
43,824

 
 
 
 
 
 
 
 
 
 
Segment pre-tax operating income/(loss):
 
 
 
 
 
 
 
 
 
Segment pre-tax operating loss – U.S. GAAP basis
$
(515
)
 
$
(113,815
)
 
$
(81,474
)
 
$
(113,419
)
 
$
(77,315
)
Adjustments:
 
 
 
 
 
 
 
 
 
Restructuring and integration costs

 

 

 

 
9

Goodwill impairment

 
114,363

 
82,900

 
114,363

 
82,900

Amortization of intangible assets related to acquisitions
1,389

 
1,278

 
1,466

 
5,222

 
5,627

Adjusted segment pre-tax operating income
$
874

 
$
1,826

 
$
2,892

 
$
6,166

 
$
11,221

 
 
 
 
 
 
 
 
 
 
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.


18


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) non-compensation expenses from acquisition-related agreements, (c) restructuring and integration costs, (d) amortization of intangible assets related to acquisitions and (e) goodwill impairment charges.
(5)
A non-GAAP measure which excludes (a) revenues and expenses related to noncontrolling interests (see (11) below), (b) compensation and non-compensation expenses from acquisition-related agreements, (c) restructuring and integration costs, (d) amortization of intangible assets related to acquisitions and (e) goodwill impairment charges.
(6)
A non-GAAP measure which represents adjusted income 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 and non-compensation expenses from acquisition-related agreements, (b) restructuring and integration costs, (c) amortization of intangible assets related to acquisitions and (d) goodwill impairment charges. This also excludes the impact of a one-time remeasurement of deferred tax assets due to a lower federal corporate tax rate resulting from the enactment of the Tax Cuts and Jobs Act.
(8)
A non-GAAP measure which represents net income earned by the Company excluding (a) compensation and non-compensation expenses from acquisition-related agreements, (b) restructuring and integration costs, (c) amortization of intangible assets related to acquisitions, (d) goodwill impairment charges, (e) the impact of the enactment of the Tax Cuts and Jobs Act and (f) 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 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. No allocation of undistributed earnings is made for periods in which a loss is incurred.
(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 and non-compensation expenses 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) restructuring and integration costs, (b) amortization of intangible assets related to acquisitions and (c) goodwill impairment charges.




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