Corporate Compass Navigating the year ahead | January 2025 Corporate Advisory | Corporate Finance Advisory STRICTLY PRIVATE AND CONFIDENTIAL North American Edition CONFIDENTIAL Key themes for 2025 ⚫ The pace of geopolitical, economic and technological change is accelerating ⚫ Increasing swings in global political control and populist policy agendas create the potential for economic volatility just as an AI “industrial revolution” helps underpin growth ⚫ The U.S. appears well-positioned amid this uncertainty ⚫ GDP growth estimates have been revised upward post-election and the economy remains strong ⚫ Markets trade near all-time-highs with small- and mid-cap firms set to help broaden the rally ⚫ De-regulation, interest rate cuts, and potential tax cuts may buoy markets further ⚫ M&A activity and the sponsor monetization pipeline for 2025 is expected to be strong given valuations, economic growth, and interest rate dynamics ⚫ Though risks exist, 2025 is a year to take action ⚫ Rate volatility, geopolitical tensions, and evolving consumer profiles should be key watch items ⚫ Softness in the Chinese economy, supply chain disruption from tariffs, and potential mass deportations present further risks, but in recent cycles, markets have remained resilient despite these factors ⚫ 2025 appears strong compared to longer-term uncertainty and risk 1 CONFIDENTIAL 2024 was the “Year of the Election,” with the world voting for change 100 50% 8 of 10 federal elections held (executive and/or legislative)1 of global population held elections2 most populous nations voted MORE PEOPLE LIVED IN COUNTRIES HOLDING ELECTIONS THAN AT ANY POINT IN RECORDED HISTORY Number of people living in countries that held elections (bn) 4.2bn KEY OUTCOMES4 ⚫ The United States returned former President Donald Trump to the White House and gave Republicans majorities in the House and Senate 4 ⚫ UK Conservatives’ 14-year reign ended in largest UK landslide since 1906 3 ⚫ Indian PM Narenda Modi was re-elected, but his party – the Bharatiya Janata Party (BJP) – lost their outright majority ⚫ French President Emmanuel Macron’s legislative coalition was 2 significantly hobbled in a snap election; 2 Prime Ministers resigned ⚫ Japan’s Liberal Democratic Party (LDP) lost its parliamentary majority for 1 0 1900 1st time since 2009 ⚫ African National Congress (ANC) – the party of Nelson Mandela – lost its 1950 2000 2024 parliamentary majority for the 1st time in post-Apartheid South Africa Among democracies that held elections in 2024, over 80% saw the incumbent party lose seats or vote share from the last election3 ⚫ Voters consistently chose disruption – and companies should anticipate challenges to the status quo Why it matters? ⚫ International relations, global trade and domestic economic policies are uncertain, as parties new to power will look to tackle high-profile voter issues first ⚫ Expect to see similar outcomes in key 2025 elections (e.g., Germany, Canada, Australia, Chile) Sources: 1 Various; Includes European Parliament elections held in all 27 EU member countries; 2 2024: The Super Election Year, Statista; 3 Elections in 2024, The Economist; 4 Democrats aren’t alone – incumbent parties have lost elections all around the world, ABC News 2 CONFIDENTIAL The U.S. election impact can be seen in evolving economic forecasts 2025 U.S. INFLATION EXPECTATIONS – CPI U.S. GDP GROWTH 2.25% 2.60% IMPLIED FED FUNDS RATES1 IMPLIED EUR / USD FX RATE 1.15 4.00% 2.10% 2026 3.90% 1.14 2.50% 2.05% 2.00% 2.50% 1.13 3.80% 2.50% 1.85% 2.00% 1.90% 2.40% 3.60% 3.66% 1.10 2.30% 1.65% 2.30% 1.45% 2.20% 3.40% 3.30% 3.20% 2.20% 1.25% Pre-election 3.10% 2.10% Current Why: Tax cuts and deregulation contributing to higher 2025E GDP growth 1.08 1.05 1.05 3.00% Pre-election Current Why: Potential tariffs and mass deportation polices may cause inflationary pressure above Fed’s 2% target Pre-election Current Why: More hawkish Fed to control inflation; fixed income investors may react negatively to potentially higher deficits Pre-election Current Why: U.S. tariff impacts on GDP growth and interest rates outside the U.S. may drive a stronger dollar U.S. election results have seen GDP growth, inflation, interest rate, and dollar strength forecasts revised upwards amid risks and opportunities Why it matters? ⚫ Actions may matter more than words: while the perception of a drastic shift in U.S. economic and trade policy is driving new outlooks post-election, historical precedent suggests that results will be guided by implementation – not rhetoric ⚫ Firms should prepare for higher borrowing costs and a stronger dollar, potentially offset by lower risk premia and spreads Source: FactSet as of 12/31/2024; Pre-election estimates as of 11/1/2024, current estimates as of 12/31/2024; 1 2025E reflects implied rate at 12/10/2025 Fed meeting, 2026E reflects implied rate at 12/09/2026 Fed meeting 3 CONFIDENTIAL Issuers are exposed to U.S. policy decisions through borrowing costs RISK FREE RATE AS A % OF TOTAL INVESTMENT GRADE AND HIGH-YIELD COST OVER TIME1 2 10-yr UST / All-in IG Cost IG average: 67% 3 10-yr UST / All-in HY Cost 100% HY average: 40% IG max: 86% Current: 83% 80% HY max: 66% 60% Current: 59% 40% 20% 0% 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 U.S. DEBT-TO-GDP OVER TIME4 2024 RATE AND SPREAD DISPERSION (BPS)6 Delta between peak and floor 160% Current 5 : 120% 108 bps 2.4x 120% 45 bps 80% 40% 0% 1966 1974 1982 1990 1998 2006 2014 2022 Floor Peak 10-yr U.S. Treasury IG spreads 3.62% 4.70% 88 bps 133 bps Interest rate risk management strategies will be increasingly important in 2025 given Treasuries as a percentage of all-in yields are at the highest level in 15 years ⚫ Treasuries saw almost ~2.5x the dispersion vs. IG spreads in 2024 , demonstrating borrowers are now more exposed to volatile underlying rates Why it matters? ⚫ Economic factors (Trump tax cuts, elevated U.S. debt levels, and potential for a U.S. ratings downgrade) could translate to increased volatility in the risk-free-rate and overall borrowing costs even as spreads remain tight ⚫ Issuers should be proactive and opportunistic to take advantage of optimal conditions Source: FactSet and Morgan Markets as of 12/31/2024; 1 Calculated as U.S. 10-year Treasury divided by all-in cost of borrowing; 2 IG cost of borrowing using JP Morgan JULI; 3 HY cost of borrowing using JP Morgan High Yield index; 4 Federal Reserve Bank of St. Louis; 5 Current as of 7/1/2024; 6 IG spread using JP Morgan JULI Index 4 CONFIDENTIAL U.S. equity markets have typically rewarded single party control – at least initially 1990-2024 S&P 500 ANNUAL RETURNS “Trifecta” governments: single party control of the White House, Senate and House of Representatives First year Trifectas and key geopolitical and economic factors ⚫1993 | Bill Clinton: Post-Cold War growth, 23.5% free trade (North American Free Trade Agreement), Clinton-Gore Deficit Reduction Plan ⚫2003 | George W. Bush: Post 9/11 national security, economic stimulus S&P 500 median annual returns 12.8% ⚫2009 | Barack Obama: Post-2008 recovery, healthcare (American Recovery and Reinvestment Act, Affordable Care Act) ⚫2017 | Donald Trump: Tax cuts (Tax Cuts and Jobs Act) (1.5%) First-year Trifecta median Second-year Trifecta median ⚫2021 | Joe Biden: COVID economic recovery, industrial policy (Inflation Reduction Act, CHIPS Act, Infrastructure Act) S&P 500 returns in the first year of Trifecta governments have been more than 80% higher than the long-term average Why it matters? ⚫ The halo of a Trifecta government tends to fade in the second year relative to average S&P 500 returns, and firms should take advantage of the potential strong economic and market positioning in 2025 ⚫ U.S. companies and economic conditions are also at the strongest levels at the onset of a rate cut cycle in recent history Sources: FactSet as of 12/31/2024, FRED 5 CONFIDENTIAL U.S. investors ascribe higher value to growth vs. European peers MEDIAN NTM P/E BY REVENUE GROWTH1 INDEX LEVEL NTM P/E OVER TIME S&P 500 30.0x S&P 500 (n = 396) STOXX 600 U.S. vs. STOXX 2x difference STOXX 600 (n = 451) 3-4x difference S&P 500 median NTM P/E: 18.3x STOXX 600 median NTM P/E: 14.7x 25.0x 5x difference 26.0x ~25% 21.6x U.S. 21.1x 19.9x 20.0x P/E 18.1x 16.6x 15.6x 14.3x 12.5x 15.0x 12.1x 10.7x 13.1x Europe 10.0x 5.0x 2019 2020 2021 2022 2023 2024 ≤ 2% 2% - 4% 4% - 6% 6% - 8% > 8% Revenue Growth The median large-cap U.S. firm trades at a ~25% premium to the median European firm ⚫ Given relative valuations, capital, investor interest, and new company formation likely to continue to be biased towards the Why it matters? U.S. ⚫ Company re-listings into the U.S. likely to continue given the above factors ⚫ Firms may seek to carve-out their U.S. operations to better align M&A / equity compensation currency, and regulatory requirements Source: FactSet; 1 S&P 500 and STOXX 600 constituents excluding Financials and Real Estate as of Dec 31, 2024, Growth defined as 2-yr revenue forecast CAGR 6 CONFIDENTIAL The AI “industrial revolution” underpins U.S. growth expectations AI HAS GROWN EXPONENTIALLY SINCE 2022 MAG 7 CASH FLOW GENERATION AND INVESTMENT SPENDING ($BN) Adj OCF (includes R&D) R&D Capex Training Compute Of Notable Machine Learning Models By Domain, 2012–23 100bn Language Vision Multimodal Gemini Ultra GPT-4 Computational power dedicated to AI model training (petaFLOP - log scale) 10bn PaLM (540B) Claude 2 Llama 2-70B Megatron-Turing NLG 530B 1bn $917 GPT-3 175B (davinci) $745 70x in <3 years 100mm $1,087 $614 $577 $575 $500 10mm RoBERTa Large $383 1mm $403 $287 $312 BERT-Large 100k $242 $172 $167 $211 $236 $147 10k Transformer $165 1000 0 2011 $288 $258 AlexNet 2012 2014 2015 2016 2018 2019 2021 2022 2023 2025 Excess FCF 2021 2022 2023 2024E $265 $232 $342 $417 $0 2025E $511 Publication date AI compute of machine learning models has increased 70x within 3 years of wide adoption and recent model (GPT-3 to GPT-4) releases Mag 7 is expected to spend almost $600bn on investments in 2025 while generating $500bn+ in excess cash flow ⚫ AI-boom driven growth has increased both market valuation and investment Why it matters? ⚫ The Mag 7 still generates significant free cash flow even after investment spending given their scale and diversification, suggesting limited impact from an economic downturn or significantly higher rates ⚫ 20% of the current S&P 500 market value has been created from Mag 7 market cap growth since beginning of gen-AI boom1 Source: FactSet as of 12/31/2024, Stanford University Artificial Intelligence Index Report 2024; IPSOS AI Monitor 2024; Magnificent 7 includes Apple, Microsoft, Alphabet (Google parent), Amazon, Nvidia, Meta and Tesla; 1 YE 2022 marked beginning of Gen-AI boom 7 CONFIDENTIAL The outlook for U.S. power demand has changed significantly GLOBAL INVESTMENT IN CLEAN ENERGY AND FOSSIL FUELS ($BN) 1 U.S. POWER DEMAND OVER TIME Historical Forecast 2 Fossil fuels Clean energy Total 6,000 5,500 1960-80: 5-6% CAGR Transmission build-out 1980-2000: 2-3% CAGR CCGT build-out 5,000 Two decades of near zero load growth +1,000TWh in 7 yrs. $2,741 +400TWh in 23 yrs. 4,500 $2,354 $2,383 $2,145 +1,500TWh in 20 yrs. 4,000 $2,004 3,500 3,000 $3,120 9% CAGR $1,208 $1,706 $1,212 $1,249 +1,400TWh in 20 yrs. 2,500 2,000 $1,146 $1,171 $896 1,500 $1,035 $1,116 1,000 500 Clean Energy / Fossil fuels 2016 2018 2020 2022 2024E 1.1x 1.0x 1.4x 1.6x 1.8x Energy investment growth will likely need to increase beyond the recent 9% annual rate to meet both increased demand and decarbonization goals ⚫ Power demand is expected to increase substantially driven by data centers for AI, industrialization, and electrification for transportation and heating Why it matters? ⚫ Further significant increases in low carbon energy generation – and conventional energy generation - will be required to meet growing demand ⚫ Investment of this scale may require creative capital solutions (e.g., minority equity structures) to meet size, cost and credit rating objectives Source: IEA, WoodMac, FERC, Research & Consultant Reports, “World Energy Investment, 2024”; 1 Clean energy includes low-emissions fuels, nuclear & other clean power, energy efficiency and end-use, grids & storage, renewable power; Other clean power = fossil fuel power with CCUS, hydrogen, ammonia, and large-scale heat pumps; Low-emissions fuels = modern bioenergy, lowemissions H2 based fuels, and CCUS associated with fossil fuels and includes direct air capture; 2 Reflects McKinsey Forecast and 3 different brokers 8 CONFIDENTIAL Even in the absence of lower rates, less regulation tees up small cap outperformance EFFECTIVE NET INTEREST EXPENSE OVER TIME – S&P 15001 8% Largest companies Median Smallest companies 1.60% decrease in Fed Funds implies potential ~7% accretion to earnings2 6.9% 7% TOTAL RETURNS SINCE H2 2024 6.1% 6% S&P 400 (Mid-caps) S&P 600 (Small-caps) 25.0% Pre-U.S. election rally 20.0% Fed expects fewer rate cuts in 2025 15.0% 4.9% 5% S&P 500 (Large-caps) 4.3% 4% 10.4% 10.0% 3.9% 8.4% 8.1% 3.7% 5.0% 3% Historical observations Q4 '21 Q2 '22 Q4 '22 Q2 '23 Q4 '23 Q2 '24 Q4 '24 Q2 '25 Q4 '25 Q2 '26 Q4 '26 Change from Q4 2021 – Change per 1% change Implied change through Q3 2024 in Fed Funds YE 20263 Fed Funds +4.8% -- (1.6%) Smallest +2.4% ~0.5% (0.8%) Median +0.9% ~0.3% (0.6%) Largest +0.4% ~0.1% (0.1%) 0.0% (5.0%) (10.0%) 1-Jul 1-Aug 1-Sep 1-Oct 1-Nov 1-Dec Small cap have performed ~30% higher than large caps in 2H 2024, and have already benefitted from recent rate cuts Why it matters? ⚫ Smaller firms with shorter term and floating rate exposure stand to benefit the most from lower rates ⚫ Lower interest rates should provide tailwinds to valuations, with higher growth firms receiving the most benefit ⚫ De-regulation can have outsized benefits on smaller firms given cost structures and increase in sell-side opportunities Source: FactSet as of 12/31/2024; Note: 1 Reflects index constituents as of 12/31 for each respective year; excludes Financials; calculated as quarterly interest expense net of quarterly income earned from interest annualized, divided by net debt, excludes companies with no debt or a negative net debt balance; largest firms represents top decile of companies by market cap and smallest firms represent bottom decile of companies by market cap each year; largest and smallest companies defined as firms in top and bottom 10% of S&P 1500 by market cap as of Q3 2024; 2 Based on median market cap ($712mm), debt / cap ratio (42%), NTM P/E (14.3), and 21% corporate tax rate for smallest companies as defined (excluding Real Estate and Financials); 3 Based on change in Effective Federal Funds Rate from Q4 2024 to YE 2026 based on Overnight Futures Markets as of 12/31/2024 9 CONFIDENTIAL De-regulation likely to be a tailwind across sectors Loosen 2023 antitrust merger guidelines, greenlighting more mergers and doing it faster Antitrust M&A scrutiny Financial Services Basel Endgame Cryptocurrency Energy LNG export permitting Choose not to endorse Basel III Endgame (“B3E”) or propose replacements Lift the Biden Administration pause on LNG export permits and approve pending permits, setting the stage for streamlined reviews BASEL III ENDGAME INCREASES LARGE BANKS’ CAPITAL REQUIREMENTS IF FULLY IMPLEMENTED ~$156bn $1,050 $1,002 U.S. G-SIB CET1 Capital Reserve ($bn) WHAT CAN CONGRESS AND THE ADMINISTRATION DO? $900 in minimum regulatory capital unlocked if B3E not fully implemented $846 x $750 $133 $133bn excess regulatory capital reported in 3Q24 – potentially driven by B3E 7x assumed capital to lending ratio $600 = = $450 ~$1Tn+ additional credit supply $300 $150 $0 Estimated capital required under B3E guidelines Minimum CET1 capital Banks' reported capital (3Q24) Excess regulatory capital Avoiding full implementation of Basel III Endgame regulations could illustratively increase the supply of credit by $1Tn+1 Why it matters? ⚫ Opportunities for deregulation span antitrust, financial services, permitting, and countless others ⚫ The market may be primed for strategic action with the potential for an improved regulatory backdrop Source: 3Q2024 earnings presentations from Bank of America, Bank of New York Mellon, Citigroup, Goldman Sachs, JPMorgan Chase, Morgan Stanley, State Street and Wells Fargo. Existing capital ratios as stated in Federal Reserve 2024 bank capital requirements. Estimated capital under B3E guidelines assumes +9% RWA requirement stated in 9/24 Michael Barr speech and includes 50bps buffer. 1Assumes 7:1 capital to lending ratio. 10 CONFIDENTIAL What can economic and market factors tell us about M&A in 2025? REGRESSION BEST-FIT ANALYSIS: EQUITY VALUATIONS + TREASURY RATES + ECONOMIC GROWTH1,2,3,4 KEY INSIGHTS 1.0x in S&P 500 average P/E multiple implies 6.1% deal volume uplift 2025 implied M&A range + Regression-implied deal value ($bn) $4,000 2021 50bps increase in real GDP growth rate implies ~4.9% deal volume uplift $3,500 + 50bps decrease 10-year Treasury rate implies ~5.9% deal volume uplift $3,000 $2,500 2017 2024 2019 2015 2023 2014 2018 2020 2016 2022 $2,000 2012 $1,500 $2.2trn - $2.5trn 2025E3,4 regression-implied North America M&A volume up 8-23% vs. 2024 2010 2011 $1,000 $1,000 2013 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 North America announced M&A deal value ($bn) Overall CEO confidence was up 7% following the election – potentially indicating increased willingness to consider strategic M&A S&P 500 valuations, expected U.S. economic growth, and interest rates imply an 8-23% increase in U.S. M&A in 2025, before accounting for de-regulation tailwinds3 ⚫ Be proactive: Identify potential acquisition targets and evaluate merits of a combination to have “first mover advantage” Why it matters? ⚫ Engage advisors and evaluate financing strategies in advance of approaching targets ⚫ Be prepared for potential inbound approaches Source: Factset; FRED, Dealogic; 1 Regression R-Squared of 88%; Regression equation: Deal value ($bn) = 49.4 + (124.1 x Average P/E multiple) + (20,103.3 x Real GDP growth rate) + (-24,131.0 x 10-year treasury rate); 2 Based on JPM estimates of current P/E multiple, 2025E GDP, and implied 10-year Treasury rate at the end of the year; 3 Range based on with and without 10-year Treasury, relative to 2024 annualized M&A deal value; 4 North America based on any involvement (target, acquiror or 11 CONFIDENTIAL Sponsor monetizations are due for a rebound ANNUAL PRIVATE EQUITY EXIT VALUE AS A % OF AUM1,2 Exit value as a % of AUM AUM ($tn) 2011-2022 average: 25% 2023-2024 average: 8% 40% PRIVATE EQUITY EXITS BY DEAL VALUE OVER TIME ($BN)3 ANNUAL PRIVATE EQUITY AUM 1 Sponsor to strategic Sponsor to sponsor IPO $4.5 $4.2 $4.0 35% 4% $3.5 12% $3.0 19% 30% 21% 25% $2.5 20% $2.0 15% $1.5 69% 10% 75% $1.0 8.0% 5% $0.5 0% $0.0 '11 '13 '15 '17 '19 '21 '23 '11 '13 '15 '17 '19 '21 '23 Historical distribution '11 - '24 Historical distribution '22 - '24 The pipeline of sponsor monetizations is at the highest level in 10+ years Why it matters? ⚫ 2021 & 2022 were outliers in private equity exit activity; 2023 & 2024 (expected) figures are at or below pre-COVID levels ⚫ Momentum for SMID caps may support more attractive valuation opportunities and more sponsor exit velocity Source: Dealogic, Prequin; Note: includes partial and full exits, bankruptcies excluded; IPO value represents offer amount, not the market value of the company; 1 AUM includes buyout strategy only; 2 Annual exit value divided by beginning of year AUM; 3 2024 exit figures annualized 12 CONFIDENTIAL Markets remain resilient despite increasing geopolitical risk S&P 500 VS. ACTIVE CONFLICTS S&P 500 Index State-based conflicts 1 70 6,000 60 5,000 50 4,000 40 3,000 30 2,000 20 1,000 10 0 1946 0 1957 1968 1979 1990 2001 2012 2023 Number of conflicts S&P 500 7,000 KEY COMMODITY PRODUCTION CONCENTRATION Rare Earth Metals 1 Production (2023) 69% China Advanced Semi 2 Foundry Capacity (2024) 66% Taiwan Uranium Mining Production 3 (2022) Oil Production (2023) Wheat Production (2023-24) 43% Kazakhstan 4 22% United States 5 17% 0% China 20% 40% 60% 80% 100% The number of active conflicts is at the highest level since World War II, and concentration in critical commodities and semiconductor manufacturing present risks Why it matters? ⚫ Equity market performance has historically discounted the escalation of geopolitical conflicts over the long-term ⚫ Globalization has allowed for the diversification of key economic inputs and supports the rationale for “ignoring” localized conflicts; does the increasing trend of deglobalization risk reversing this phenomenon? Source: UCDP/PRIO Armed Conflict dataset; FactSet data as of 12/31/2024; 1 Assumes 2024 number of state-based conflicts remains unchanged from 2023 data; 2 U.S. Geological Survey; 3 TrendForce; 4 World Nuclear Association; 5 U.S. Energy Information Administration; 6 U.S. Department of Agriculture 13 CONFIDENTIAL China faces risks both at home and on the world stage CHINA’S GROWING PAINS 32% DEBT-TO-GDP4 Excludes off-balance sheet investment vehicles of local governments (liabilities), FX reserves, and external financial assets Decline in domestic equity valuations (CSI 300) since 2021 peak 120% 84% U.S. 47% Increase in youth unemployment from 11% in 20191 China NUMBER OF LEADERS IN POWER SINCE PRESIDENT XI WAS ELECTED IN 2013 China 1 Current term expires at the end of 2027 and subject to no term limits Italy 6% 5% Decline in housing prices YoY2 Decline in exports into the U.S. since 20163 (Trump’s first term) 7 U.K. 6 U.S. 3 Japan 3 Canada 2 France 2 Germany 2 Potential leadership changes on the horizon amid upcoming elections China’s national Debt-to-GDP is almost 1/3 lower than the U.S, and is on track for ~15+ years with the same leadership uniquely positioning it to manage through challenges ⚫ Since President Trump’s first term, Chinese exports to the U.S. have declined by over $24bn ⚫ In addition to trade friction, China faces domestic economic issues: troubled real estate market, high youth Why it matters? unemployment, declining foreign direct investments and pressure on domestic capital markets ⚫ However, China has dry powder and political unity to provide domestic economic stimuli, trade retaliation, or even potential trade concessions (e.g., FDI into the U.S. to avoid tariffs) – thought others, like the U.S., will remain wary of the distinction between “stimulus” and “manipulation” Source: J.P. Morgan, U.S. Census Bureau, Federal Reserve Bank of St. Louis, International Monetary Fund, National Bureau of Statistics of China; 1 Based on year-end 2023 FRED data; 2 China House Price Index, as of November 2024; 3 2024 based on November YTD exports annualized, decline of $24bn since 2016; 4 U.S. debt-to-GDP as of Jul 2024, China debt-to-GDP as of YE 2023 14 CONFIDENTIAL The U.S. consumer is taking more risk STOCK OWNERSHIP AMONG AMERICAN FAMILIES CRYPTOCURRENCY OWNERSHIP RATES AMONG U.S. ADULTS Percent of American families that own stock 60% % American adults that own cryptocurrency 45% U.S. GAMING COMPANY REPORTED ONLINE BETTING USERS1 mm Unique customers in the prior twelve months 10 58% 1 Total credit card 2024 Q3 $1.17T balances in the U.S. $1.15T 9.3 40% 9 $1.10T 40% 55% CREDIT CARD DEBT HITS ANOTHER RECORD HIGH2 8 $1.05T 35% 33% 7 50% $1.00T 6 30% 30% 45% 5 $950bn 25% 4 $850bn 40% 3 20% $800bn 15% 35% $820bn 2 15% $750bn 1 0.8 32% 30% 0 10% '89 '93 '97 '01 '05 '09 '13 '17 '21 '21 '22 '23 '24 '17 '19 '21 '23 '18 ’19 ’20 ’21 ’22 ’23 ’24 Consumers appear more willing to make financial bets than they have been in the last 30 years Why it matters? ⚫ Retail owners are a larger share of the investor population, which may change risk tolerance and investing behaviors ⚫ Savings rates are also near long-term lows ⚫ A shift in consumer behavior may amplify the impacts of the next economic downturn Source: 2022 Survey of Consumer Finances (Federal Reserve), 2024 Cryptocurrency Adoption and Sentiment Report (Security.org); 1 Includes U.S. users of major online betting platform; 2 Shaded area indicates recession, Data as of Nov. 13, 2024 15 CONFIDENTIAL The downside risk of disappointing investors has increased INCREASING POPULARITY OF PASSIVE AND RETAIL INVESTING2 1 WEEK GICS ADJUSTED MARKET REACTION TO Q3 EARNINGS BEATS AND MISSES (%)1 Median 90th %tile Historical med. 0.7% 8.0% 7.4% 8.0% 2000 Current 0.7% 10.0% 8.1% 10.8% 9.0% 8.1% 7.8% 7.8% Passive Active 11% 10.0% 8.6% 6.4% 89% 1.1% 1.0% 0.7% 2014 2015 % Beat 77% % Miss 22% 1.7% 0.4% 0.7% 1.0% 0.5% 0.1% 2016 2017 2018 2019 2020 2021 75% 78% 78% 83% 79% 83% 25% 20% 21% 17% 21% 17% 2014 2015 2016 2017 2018 2019 2020 (1.9%) (2.4%) (1.7%) (0.8%) (0.4%) (1.4%) (9.8%) (10.2%) (3.1%) 0.5% 0.7% 2022 2023 2024 82% 75% 83% 78% 17% 24% 17% 22% 2021 2022 2023 2024 (1.6%) (2.6%) (2.8%) 2024 41% 59% (3.1%) (5.8%) (7.9%) (9.9%) (8.5%) (10.3%) (11.7%) (12.9%) Median 90th %tile Historical med. (1.8%) (10.0%) Current (3.1%) (13.3%) (13.3%) (16.9%) Additionally, the proportion of U.S. families owning stock has almost doubled in the past 3 decades3 Negative reactions to earnings misses are now almost 2x the 10-year average Why it matters? ⚫ The shift from active to passive investments over the last few decades risk putting the marginal investor in a position of greater price influence ⚫ Higher retail stock ownership and lower holding periods may further increase volatility Source: FactSet as of Dec 2024; 1 S&P 500 as of Q3 of each year; market reaction as of A-1 to A+5adjusted by price performance of GICS sector over same time period; 2 Per Morningstar as of Dec 7, 2024; 3 Increase from 32% in 1989 to 58% in 2021 per 2022 Survey of Consumer Finances (Federal Reserve) 16 For Corporate Clients Only CONFIDENTIAL This presentation was prepared exclusively for the benefit and internal use of the J.P. 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