1. A Career in Investment Banking Lafayette College Easton, PA November 8, 2013

2. 1 Career Path / Education 2011 – Today BMO Capital Markets (Bank of Montreal) 2007 – 2011 Banc of America Securities / BAML 1992 – 2007 Citigroup Investment Banking (Salomon Brothers) 1991 MBA, Finance, NYU – Stern 1987 – 1992 Bank of New York, Strategic Planning 1984 – 1987 KPMG Peat Marwick – CPA (NY) 1984 Lafayette College, A.B., Economics

3. 2 Investment Banking Job Description Buying other companies (or merger) Selling businesses Raising money (stock and bond offerings) Assist Companies (the client) in:

4. 3 Investment Banking Clients Pay Fees for Products and Services Financial advisory (Buy / selling companies; M&A) Source idea (pitch) Negotiate transaction (execute) Valuation analysis (fairness opinion) Underwriting / Capital Markets (Raising money) Assume the risk of distributing securities to investors Structure the security Market and sell to investors –Valuation

5. 4 Underwriting / Capital Markets Issuer Options: Borrow (Bond) Sell ownership (Stock) Hybrid (Convertible Bond) Objective: Company XYZ Investment Bank Investor Raise $ Cash $ Security Cash $ Security Coordinates between Issuer and Investor Determine appropriate size / price Owner of security

6. 5 How a Security is Priced IssuerInvestor HIGH price Underwriting Commission LOW Price Sales commission Traders Investment Banker Capital Markets Salesforce Investment Bank Determines Market-Clearing Price Research Analyst

7. 6 Investment Banking Careers Corporate FinanceInvestment Banker Trading Trader SalesBond / Equity Salesperson ResearchResearch Analyst (FI and Equity) Product SpecialistCapital Markets

8. 7 Career Path / Education Requirements College Financial Analyst Earn MBA Investment Banking Entry Level Position Yes Business Degree Finance Accounting Mathematics Liberal Arts English History Economics Go to Business School? Crunch numbers Long hours Great learning experience Program lasts 2–3 years No Career Choices: Return to investment bank as Associate Private Equity Hedge Fund Economist Strategic Planning Accounting Select group promoted from Analyst to Associate Other finance jobs, eg, hedge fund, private equity

9. 8 The Path to Success Highly analytical Comfortable with math Make the complex simple Marketing / sales Idea generation / “break new ground” Make the simple interesting Attention to detail Pitch books Prospectuses Persistence / teamwork Maintain client relationships One out of ten pitches may land an assignment Competitive "fire"

10. 9 Rewards of the Job Creativity is encouraged Every day and every deal is different Meet interesting people You see the results of your work in the newspaper Travel

11. 10 Challenges of the Job The client is always right The client has many “friends” Long hours “Roadmaps” don't apply Answers / agenda often not obvious Travel

12. 11 Companies That Provide Investment Banking Traditional Investment Banks Universal Banks Include Other Banking Services and Other Businesses (Credit Cards)

13. 12 ECM 43.43%4.80%7.72%5.13%6.90%2.78%2.57%2.39%0.85%1.92%0.17%1.56% 0.02%0.93%0.95%0.06%0.33%0.48% M&A 38.52%1.51%6.31%4.43%5.44%3.83%1.81%2.24%0.41%1.77%1.15%0.60%0.49%1.87%0.52%0.27%0.30%0.70%0.11% DCM 1 43.29%7.47%5.30%7.30%5.94%3.92%4.41%3.16%1.41%0.31%0.55%0.40%0.10%0.05%0.04%-0.32%0.07%0.09% LOAN 43.83%7.70%4.04%5.74%4.05%3.01%3.82%3.11%2.17%-0.80%0.02%----0.44%-- YoY (bps) +291-24-94-32+25-17-50-2-9-15-12-2 +5-7-9+9-5-3 BMO Target Market Fee Share by Firm, TTM: % of Market, Companies with EV $200MM – $5Bn (incl. Loan Syndications) Companies with EV $200MM – $5Bn Total IB Fees, TTM = $17,818MM 42.58% Firms outside of the top 9 competed for $6.3Bn remaining IB fee wallet in F13; ~2x size of Canadian market Source: Dealogic, US IB Fees incl. Loan Synd (DCM, ECM, M&A, LOAN); TTM as of October 30, 2013 1. DCM excludes investment grade issuance

14. 13 My Lessons Learned 1.Understand before being understood 2.Make the complex simple; and make the simple interesting 3.Consider the source 4.Ask the second question 5.Sleep on it 6.Lead by example, not by cloning 7.Don’t oversell familiarity 8.Engage in face to face 9.Everyone’s allowed to have a bad day 10.Think different

15. 14 Appendix

16. 15 Issuing Common Stock (Ownership) Today Ownership of Company Sell Ownership Earnings of Company Earnings

17. 16 Issuing Debt (Bond) Today Ownership of Company Ownership Earnings of Company Pay Interest

18. 17 Borrow Versus Sell Ownership Comparison Earnings TodayCompany's Earnings Next Year $10.00ZERO$1.00$10.00$20.00 Borrow $10.00$9.00You Get:($1.00)ZERO$9.00 $19.00 $1.00 InterestBondholder:$1.00 Sell Ownership of 20% $10.00 $8.00 You Get:ZERO$0.80$8.00 $16.00 Shareholder:ZERO$0.20$2.00$4.00

19. 18 DECS: Debt Exchangeable into Common Stock U.S. West FSA Insurance Investor Interest Choice to Exchange Interest for Stock Owns