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1 Disclaimer This material has been prepared by Jefferies Group LLC ( Jefferies ). This document has been prepared employing appropriate expertise, and in the belief that it is fair and not misleading. The information upon which this material is based was obtained from sources believed to be reliable, but has not been independently verified, therefore, we do not guarantee its accuracy or completeness. It may be based on subjective assessments and assumptions and may utilize one among alternative methodologies that produce differing results; accordingly, it should not be relied upon as an accurate representation of future events. This is not an offer or solicitation of an offer to buy or sell any security or investment. Any opinion or estimates constitute our best judgment as of this date, and are subject to change without notice. Jefferies and its affiliates, officers, directors, employees and agents may from time to time hold long or short positions in, buy or sell (on a principal basis or otherwise), or act as market maker in any securities, futures or other financial instruments or products related to matters discussed herein and may make trading decisions that are different from or contrary to any of those which may be discussed. Jefferies is not an adviser as to legal, taxation, accounting or regulatory matters in any jurisdiction, and is not providing any advice as to any such matter to the recipient. Recipients of this document should take their own independent advice with respect to such matters. This communication is being provided strictly for informational purposes only. Any views or opinions expressed herein are solely those of the institutions identified, not Jefferies. This information is not a solicitation or recommendation to purchase securities of Jefferies and should not be construed as such. No responsibility is accepted, and no representation, undertaking or warranty is made or given, in either case, expressly or impliedly, by Jefferies as to the accuracy, reliability or completeness of the information contained herein or as to the reasonableness of any assumptions on which any of the same is based or the use of any of the same. Accordingly, neither Jefferies nor any of its officers, directors, employees, agents or representatives will be liable for any direct, indirect or consequential loss or damage suffered by any person resulting from the use of the information contained herein, or for any opinions expressed by any such person, or any errors, omissions or misstatements made by any of them. In the UK, this document is intended for use only by persons who have professional experience in matters relating to investments falling within Articles 19(5) and 49(2)(a) to (d) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended), or by persons to whom it can be otherwise lawfully distributed. Recipients of this document in jurisdictions outside the United Kingdom should inform themselves about and observe any applicable legal requirements in relation to the receipt of this document. Reproduction without written permission of Jefferies is expressly forbidden. All Jefferies logos, trademarks and service marks appearing herein are property of Jefferies Group LLC Jefferies LLC. Member SIPC. 1
2 Sustained Low-Rate Environment Ample Liquidity Leading to Strong Capital Markets Performance Central Bank Base Rates 7% 6% 5% 4% 3% 2% 1% 0% Unprecedented low rate environment sustained by central banks monetary infusion Inflation 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% -1.0% -2.0% -3.0% And continued depressed inflation United States Britain Japan Euro area ` Corporate Bonds % Yield Has created exuberance in the corporate bond markets as investors search for yield $ Billions S&P 500 1,800 1,600 1,400 1,200 1, As well as the equity markets as investors seek meaningful returns Investment-grade High-yield Source: Bloomberg, CapIQ and the Economist. 1
3 Robust MLP Market Performance Alerian MLP Index Alerian MLP Yield Near All-Time Tights: Currently at 5.79% 16% 6.5% 14% 12% Yield 6.3% 6.1% 5.9% 5.7% 5.5% Yield 10% 8% 2006 Present Average: 7.1% 6% Historical Low: 5.4% 4% Source: Alerian MLP Index. 2
4 Alerian MLP Index vs. 10-Year U.S. Treasury Historical Yields Continued Tightening Expected 18% 16% 14% 12% 10% Yield 8% 6% 4% 2% 0% AMZ 10-Year U.S. Treasury
5 MLP Sector Evolution MLP Sector is Expanding with Increased Liquidity Market Cap of Sector / # of MLPs Market Capitalization ($B) $400 $350 $300 $250 $200 $150 $100 $50 $- $2 $3 $4 $7 $11 $11 $16 $27 $30 $47 $56 $70 $110 $148 $91 $161 $224 $290 $331 $ # of MLPs Total Market Capitalization of Energy MLPs Number of Energy MLPs Daily Trading Volume Avg. Daily Trading Volume (000s)
6 MLP Sector Evolution (Cont d) MLP IPO s by Asset Type Recently the MLP universe has expanded to include new asset classes, structures and industries 18 AHD AHGP Traditional Upstream Variable Pay ATN New MLP Asset Class BBEP 14 BGH CPLP CEP CQP AMID WGP CLMT DEP GMLP ALDW 10 EROC ENP GSJK DKL BWP ETE EPB LRE SXE DPM EVEP CMLP MCEP MPLX EPE HPGP LGCY 7 MEMP LGP 7 GLP LINE NGLS ACMP NGL SDLP TEP HLND MGG NMM NKA NRGM EQM EMES 4 NRGP PVG OSP OXF OILT HCLP KNOP CPNO NSP RGP QELP 3 PNG RNF NTI NSLP HEP TGP TOO SEP PSE QRE RRMS PDH SXCP KSP TLP EXLP BKEP WES RNO TLLP SMLP CVRR USS WPZ NSH VNR WMZ TRGP UAN SUSP USAC
7 MLP Market Performance Median Current Yield 20% 18.9% 18% 16% 14% 12% 10% 8% 6% 4% 4.1% 4.9% 6.1% 6.2% 6.3% 6.9% 7.5% 7.6% 8.7% 9.8% 2% 0% General Partners Refined Product / Crude Large Cap Diversified Shipping & Drilling Nat Gas - G&P Nat Gas - Trans & Storage Propane Other E&P Coal Variable
8 Historical MLP Equity Issuance ($ Billions) MLP Capital Markets Activity $25 $22.4 $20 $19.1 $19.3 $16.9 $15 $12.0 $10.6 $10 $6.8 $7.9 $8.3 $5 $3.0 $2.9 $3.9 $4.4 $- $ YTD IPOs Follow-on Offerings Private Placements / Block Trades
9 MLP 2013 YTD IPO Offerings ($ Millions, except per unit data) Offering Information Pricing Date 5/13/2013 5/8/2013 4/9/2013 2/7/2013 1/17/2013 1/16/2013 1/14/2013 Relative to Range In Range Below In Range In Range In Range In Range Below Amount Offered $280.6 $127.5 $156.5 $80.0 $256.5 $690.0 $198.0 % Secondary 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% IPO Yield 5.4% 16.5% 7.1% 10.5% 8.7% 18.9% 9.4% Alerian Yield at Offe 5.6% 5.7% 5.6% 6.1% 6.1% 6.1% 6.1% Structure Traditional Variable Traditional Traditional Traditional Variable Traditional Aftermarket Peformance Current -0.9% 21.2% 9.4% 5.0% 19.1% 21.9% 17.6% Current Yield 5.4% 13.6% 6.5% 10.0% 7.3% 20.7% 8.2%
10 MLP Follow-On Offering Trends MLP Follow-On Equity Offerings Since 2010 Average Deal Size ($MM) $350 $311.0 $296.7 $300 $276.0 $243.9 $250 $200 $150 $100 $50 $ YTD Average Number of Bookrunners YTD
11 Overnight Marketed Transaction Performance Median Re-Offer Discount -3.1% -3.2% -3.3% -3.4% -3.5% -3.6% -3.7% -3.8% -3.9% -4.0% YTD -3.4% -3.7% -3.7% -3.9% Median T+1 Trending Performance 0.0% YTD -0.1% -0.2% -0.3% -0.3% -0.4% -0.4% -0.4% -0.5% -0.6% -0.6%
12 Summary The MLP equity markets remain wide open as investors seek meaningful yield and attractive returns A tightening in monetary policy is the most likely catalyst that would drive a significant weakening in the MLP equity markets, and that appears unlikely in the near-term While we continue to see record issuance levels and larger transaction sizes, there is evidence that suggests investors may be tiring from the record follow-on issuance levels we have seen in recent years Follow-on equity issuances continue to be predominantly retail focused and are trading poorly immediately after issuance If the need for significant equity capital continues, and we think it will, MLPs will soon need to seek alternative pockets of retail demand, or structure offerings so that they perform better post-transaction
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