Tuesday, December 12 th , 2006
Chris Christina
Principal
(612) 303-8521
Christie.L.Christina@pjc.com
Elissa Kluever
Associate
(612) 303-6378
Elissa.M.Kluever@pjc.com

Andrew Duff
Chairman & Chief Executive Officer
Tom Schnettler
Vice Chairman & Chief Financial Officer
Jim Chosy
General Counsel
Todd Firebaugh
Chief Administrative Officer
Jon Salveson
Head of Investment Banking
Frank Fairman
Head of Public Finance Services
Ben May
Head of High -Yield & Structured Products
Bob Peterson
Head of Equities
Capital Markets
Institutional Sales & Sales Trading
Trading
Research
2

Investment Banking and Equities Groups
Investment Banking
Existing Industries
 Consumer
 FIG
 Health Care
 Technology
New Industries
 Alternative Energy
 Business Services
 Industrial Growth
Capital Markets
Equity Capital Markets
Convertible Originations
Corporate & Venture
Services
Equities
Distribution
Institutional Sales &
Sales Trading
Trading
3
Research
Investment Research
(Equity
&
Fixed Income)

Organization Chart
Chad Abraham
Head of Equity Capital Markets
Origination
John Baumgartner
Principal
Consumer & FIG
John Crowther
Associate
Steve Schmidt
Vice President
Technology
Chris Christina
Principal
Consumer & FIG
Elissa Kluever
Associate
Maura Stoltz Hasan
Executive Assistant
Execution
Neil Riley
Vice President
Health Care & Technology
Greg Klancher
Associate
Jonathan Jewett
Analyst
PIPEs / RDs
David Stadinski
Managing Director
Eric Helenek
Vice President
Chris Christina
Principal
Chad Huber
Analyst
4

Type of Transactions Completed on the Equity Capital Markets (ECM) Desk
Types of
transactions completed through the
Piper Jaffray
Equity Capital
Markets desk
•
•
•
•
5

Type of Transactions Completed on the Equity Capital Markets (ECM) Desk
Types of transactions completed through the
Piper Jaffray
Equity Capital
Markets desk
•
A follow-on offering is when an already public company sells its stock, either primary shares or shares from selling shareholders, in the public markets
•
457 follow-ons have been completed in 2006, raising nearly $92 billion in capital
• Piper has completed 43 follow-ons in 2006, raising over $7 billion in capital
•
The average number of follow-ons completed since 2000 has been 416, with a high of 520 completed in 2004 and a low of 346 completed in
2002
•
Underwritten Shelf Takedowns
•
144 Block Trades
•
PIPEs (Private Investment in Public Equity)
• Registered Direct Offerings
6

There is a Growing Continuum of Offering Alternatives for Equity Issuers…
Traditional Follow-on Registered Direct (RD) Underwritten Shelf Takedown
Initial Public Offering (IPO)
Institutional)
Bought Deal
Private Investment in Public Equity (PIPE) Block Trade (Rule 144
$64,687,500 $97,232,500 $44,845,338 $57,960,000 $12,000,000
Initial Public Offering
May 6 th , 2005
Traditional Follow-on
November 8 th , 2005
Bought Deal
June 14 th , 2006
Initial Public Offering
May 1 st , 2000
PIPE
August 9 th , 2006
$54,740,000 $40,089,000 $17,710,000
Initial Public
Offering
June 25 th , 1999
Traditional Follow-on
May 25 th , 2004
Rule 144 Block Trade
August 26 th , 2004
$120,000,000 $16,615,932 $95,737,500
Initial Public
Offering
January 28 th , 2005
Rule 144 Block Trades
August/Sept 2005
Bought Deal
June 15 th , 2006
7

Piper’s Involvement in Equity Capital Markets Offerings
Piper functions as a Bookrunner, Co-
Lead Manager and Co-Manager depending upon the deal
• Sole-Bookrunner: ECM desk functions as the lead manager on the deal and is responsible for coordinating the roadshow, building indications of interest, pricing the deal, allocating stock, billing & delivering the stock offered in the issue and stabilization in the immediate aftermarket; receives senior economic fees on the deal and furthest to the left on the cover
Deal economics depend upon the status and maturity of the issuer
• Joint-Bookrunner: same responsibilities as sole-bookrunner, but split with another manager
•
Co-Lead Manager: no bookrunning responsibilities; however, receives differentiated economics on the deal and a better position on the cover
• Co-Manager: most junior participating management position with no bookrun responsibilities; offers additional sponsorship to issuer; receives junior economics and far right position on cover
8

Piper’s Involvement in Equity Capital Markets Offerings
Piper functions as a Bookrunner, Co-
Lead Manager and Co-Manager depending upon the deal
Deal economics depend upon the status and maturity of the issuer
• Fixed Economics: set gross spread to the banks on the offering, which is comprised of management fees, underwriting fees, and the selling concession
•
Jump-Ball: subset of the selling concession based on who the designated account gives credit for the sale, bookrunner(s) frequently capped; underwriting and management fees fixed
• Bought Deal Spread: bank’s principal capital put at risk to buy shares from the issuer/selling shareholder at a discount to last trade and in turn sold to institutions at a discount from last trade and a premium to the price paid to the issuer/selling shareholder
9

Piper as Sole-Bookrunner Piper as Joint-Bookrunner
Piper as Co-Lead Manager Piper as Co-Manager
10

$95,737,500 $247,817,032 $16,779,966
Follow-on
August 2006
$62,560,000
Follow-on
August 2006
$44,845,338
Registered Direct
August 2006
$20,925,000
IPO
June 2006
Follow-on
June 2006
11
Follow-on
June 2006

Overview of Equity Capital Markets
Primary roles of the groups within
Equity Capital
Markets
–
Origination and
Execution
Origination of Transaction with Investment Banking
Discussion of Economics and Number of Managers on Deal
Size and Time of Transaction
Constant Communication with Management during the Roadshow
Marketing the Deal with Sales – Roadshow Layout
Distribution Strategy
Allocation Decisions
Deal Pricing
Opening and Trading Process
12

The Role of the Equity Capital Markets Team
Situation
Client Targeting, Pitches, and Industry Conferences
Prior to Roadshow
During Roadshow
Pricing
Aftermarket
Role
Update of Equity Capital Markets Conditions/Trends
Deal Strategy, Structure & Timing
Company Positioning & Piper Jaffray Marketing
Valuation Discussion
Introduction Process
Presentation Coaching
Sales Force Education
Institutional Sales Feedback
Research Analyst Feedback
Order Book Updates
Market Updates
Institutional Account Profiles
Recap of Roadshow and Order Book
Offering Distribution Overview
Aftermarket Trading Intelligence
Trading Updates
Green Shoe Management
Trading Monitoring/Account Intelligence
13

Equity Capital Markets Role in deal offering
The role of Equity
Capital Markets in the pricing of an offering is to balance the desires of the corporate client and institutional client
Corporate Client &
Investment Banker

Wants to sell for the highest price

Maximize offering value for the corporate client

Maximize profit for the firm
Institutional Client &
Sales Force

Wants to buy for the lowest price

Generate increased value for the Institutional client

Increase likelihood of long-term stock appreciation
The goal is to find the so-called
“market-clearing” price that pleases both parties
14

Golf Galaxy priced an upsized, $63.6 million initial public offering at
$14.00, one point above its $11 - $13 filed range
The Company is headquartered in Eden
Prairie, Minnesota and is a leading specialty retailer of golf equipment, apparel and accessories
Golf Galaxy Inc. (NASDAQ: GGXY)
•
Initial Public Offering 7/29/2005 at $14.00
•
Filing Range
•
Shares Filed
•
Shares Offered
•
Shares Offered with Green Shoe
–
Primary
– Secondary
• Post-Deal Market Capitalization
•
Sole Bookrunner
•
Co-Lead Manager
•
Co-Managers
•
Use of Proceeds
$11.00 - $13.00
3,333,000
3,950,000
4,542,500
3,000,000
1,542,500
$148.9 million
Piper Jaffray
William Blair
A.G. Edwards, Wedbush Morgan
$63,595,000
Piper Jaffray
Sole Bookrun
Initial Public Offering
July 29 th , 2005
Fund new store openings, general corporate purposes, pay all accrued and unpaid dividends due to preferred shareholders
Transaction Highlights
•
Roadshow 9 Days, 14 Cities (Domestic Only); approximately 175 accounts on the roadshow via 62 institutional 1-on-1 meetings and 6 group functions
•
Order Book 16x oversubscribed; 210 accounts indicating on the deal; 85% of
1-on-1 meetings converted into orders; 90 orders of 10% or greater
• 1 Day Aftermarket Performance
•
Post-IPO/ Aftermarket
Offer = $14.00; Open = $17.05; Close = $18.61; +33% from offer price
15
Piper Jaffray served as the sole sell-side advisor to Golf Galaxy in their sale to Dick’s Sporting Goods (11/13/06) at a price of $18.82 (+32% from IPO)

Introduction
IPO Execution Timeline
Week of May 16 th
File IPO
Week of July 13 th
Week of July 20 th
Week of July 27 th
Deal kick-off. Piper Jaffray research analyst gives a “teach-in” to the sales force giving them a better understanding of the business and its growth outlook.
Golf Galaxy travels to the Piper Jaffray office and presents its story to the sales force.
This is the same presentation that will be used on the IPO roadshow with institutional investors.
Golf Galaxy begins its roadshow. The company management travels with the Piper
Jaffray investment banker and a member of the institutional sales force. The roadshow will take them to institutional investors throughout the United States. The roadshow begins in Chicago and continues through Kansas City, Denver, San Diego,
Los Angeles, San Francisco, Minneapolis and Milwaukee.
Company continues its roadshow through Boston, New York, Baltimore and Philadelphia.
Roadshow ends on Thursday afternoon. All-in-all, Golf Galaxy presented in front of 175 institutional investors via 62 1-on-1 appointments and 6 group functions
Pricing on July 29th
IPO is priced at $14.00 per share – above the $11-$13 filing range. Piper Jaffray receives orders for 16x the number of shares that are being offered in the deal. 85% of
1-on-1 meeting attendees submit and order to Piper Jaffray. Piper Jaffray’s Equity
Capital Markets team works to allocate all of the shares to the institutional investors.
16

Piper Jaffray has consistently been a Top Equity Underwriter…
IPOs, Follow-ons & Convertibles in 2006 YTD
21
22
23
18
19
19
23
25
13
14
15
16
17
10
11
12
6
8
5
6
9
Rank Manager
1 J.P. Morgan Securities Inc.
1
3
4
Citigroup Global Markets Inc.
Banc of America Securities
Merrill Lynch & Co.
UBS Securities Inc.
Wachovia Capital Markets LLC
Goldman Sachs & Co.
Credit Suisse
Lehman Brothers
Morgan Stanley
Deutsche Bank Securities Inc.
Bear Stearns & Co Inc.
Piper Jaffray & Co
Cowen & Co., LLC
Jefferies & Co Inc.
Raymond James
Thomas Weisel Partners L.L.C.
RBC Capital Markets
CIBC World Markets
A.G. Edwards & Sons Inc.
KeyBanc Capital Markets
Keefe Bruyette & Woods Inc.
Stifel Nicolaus & Co
JMP Securities LLC
Robert W. Baird & Co. Inc
118
110
80
78
71
66
62
59
137
124
124
121
119
N o.
160
160
150
149
37
36
35
54
47
47
35
32
IPOs in 2006 YTD
19
22
22
18
19
19
24
25
13
14
14
16
17
10
10
12
5
8
5
5
9
Rank Manager
1 J.P. Morgan Securities Inc.
2
3
4
Credit Suisse
Banc of America Securities
Merrill Lynch & Co.
Goldman Sachs & Co.
UBS Securities Inc.
Citigroup Global Markets Inc.
Deutsche Bank Securities Inc.
Cowen & Co., LLC
Piper Jaffray & Co
Morgan Stanley
Bear Stearns & Co Inc.
Lehman Brothers
Wachovia Capital Markets LLC
Thomas Weisel Partners L.L.C.
CIBC World Markets
Jefferies & Co Inc.
Raymond James
RBC Capital Markets
William Blair & Co
Keefe Bruyette & Woods Inc.
A.G. Edwards & Sons Inc.
JMP Securities LLC
Pacific Growth Equities
Lazard Capital Markets
26
24
24
19
17
28
28
27
32
32
32
31
29
N o.
46
40
35
34
12
11
11
13
12
12
8
7

Sector Rank – IPOs & Follow-On Offerings Completed in 2006
Consumer Financial
Piper Jaffray continues to be one of the most active managers across key growth sectors
8
8
7
8
11
12
Rank
1
4
5
2
2
5
Manager
Wachovia Capital Markets LLC
Piper Jaffray & Co
J.P. Morgan Securities Inc.
Goldman Sachs & Co.
Citigroup Global Markets Inc.
Banc of America Securities
Merrill Lynch & Co.
Cowen & Co., LLC
Lehman Brothers
Credit Suisse
Thomas Weisel Partners L.L.C.
Deutsche Bank Securities Inc.
12
10
10
10
9
8
N o.
17
16
16
15
13
13
7
7
10
5
5
7
10
15
Rank
1
2
3
4
Manager
Keefe Bruyette & Woods Inc.
Citigroup Global Markets Inc.
Wachovia Capital Markets LLC
Banc of America Securities
J.P. Morgan Securities Inc.
Merrill Lynch & Co.
Credit Suisse
UBS Securities Inc.
Sandler, O'Neill & Partners, L.P.
Bear Stearns & Co Inc.
Deutsche Bank Securities Inc.
Piper Jaffray & Co
N o.
36
31
25
22
20
20
15
21
21
20
15
12
Health Care
9
9
6
8
11
11
Rank
1
3
5
2
3
6
Manager
Cowen & Co., LLC
Piper Jaffray & Co
UBS Securities Inc.
J.P. Morgan Securities Inc.
CIBC World Markets
Banc of America Securities
Morgan Stanley
Merrill Lynch & Co.
Thomas Weisel Partners L.L.C.
Lehman Brothers
Goldman Sachs & Co.
Rodman & Renshaw, Inc.
19
17
16
16
15
15
N o.
27
25
21
21
20
19
Technology
9
10
11
12
5
5
8
Rank
1
2
3
4
5
Credit Suisse
Manager
Goldman Sachs & Co.
Morgan Stanley
Lehman Brothers
Piper Jaffray & Co
J.P. Morgan Securities Inc.
Deutsche Bank Securities Inc.
Thomas Weisel Partners L.L.C.
Citigroup Global Markets Inc.
Cowen & Co., LLC
UBS Securities Inc.
Banc of America Securities
19
17
16
15
21
21
20
N o.
28
26
23
22
21
18

Historical IPO Volume
300
200
100
0
600
Number of IPOs by Year
531
500
409
400
252
1996 1997 1998
450
1999
373
2000
$80
IPO Capital Raised by Year
$69.2
$71.2
$60
$46.9
$42.6
$40
$37.8
80
2001
$39.0
70
2002
$24.8
$20
76
2003
$14.5
210
2004
$44.1
170
2005
146
2006
YTD
$35.0
$33.4
$0
1996 1997 1998 1999
19
2000 2001 2002 2003 2004 2005 2006 YTD

Historical Follow-on Volume
Number of Follow-ons by Year
700
600
500
400
300
200
100
0
617 628
464
415
398
1996 1997 1998 1999 2000
374
2001
346
2002
431
520
424
457
2003 2004 2005 2006
YTD
$150
Follow-on Capital Raised by Year
$124.8
$125
$111.9
$100
$81.2
$74.6
$75.4
$75
$50
$25
$0
$84.2
1996 1997 1998 1999 2000 2001
$69.3
2002
$68.8
2003
$90.3
2004
$85.0
$92.2
2005 2006
YTD
20

What is Equity Capital Markets to
You?
–
Equity Capital Markets is a dedicated resource for equity offering information
Equity Capital and analysis, related trading intelligence, and broader market information/color
Markets is a
–
Equity Capital Markets provides a weekly update of the following: dedicated
Week in Review Deal Commentary Industry Calendar resource for YTD Performance Tables YTD Deal Performance
Week Pricings Current Backlog equity offering
Week Filings League Tables information and
Withdrawn/Postponed Piper Transactions analysis
–
Equity Capital Markets works with Investment Banking to tailor the best advice/approach for IPOs, follow-on offerings, and other equity-linked transactions
–
Equity Capital Markets works with our corporate clients, Investment Banking, company/underwriter’s counsel, and Institutional Sales and Sales Trading to manage all aspects of the deal execution process
21

22