Jefferies Investor Day Presentation

8/20/2019 Jefferies Investor Day Presentation

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Jefferies LLC

Member SIPC

Jefferies Group 2014 Investor DayOctober 9, 2014


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Note on Forward Looking Statements

This document contains “forward looking statements” within the meaning of the safe harborprovisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities

Exchange Act of 1934. Forward looking statements include statements about our future andstatements that are not historical facts. These forward looking statements are usually precededby the words “should,” “expect,” “intend,” “may,” “will,” or similar expressions. Forwardlooking statements may contain expectations regarding revenues, earnings, operations, andother results, and may include statements of future performance, plans, and objectives.Forward looking statements also include statements pertaining to our strategies for futuredevelopment of our business and products. Forward looking statements represent only ourbelief regarding future events, many of which by their nature are inherently uncertain. It is

possible that the actual results may differ, possibly materially, from the anticipated resultsindicated in these forward-looking statements. Information regarding important factors,including our Risk Factors, that could cause actual results to differ, perhaps materially, fromthose in our forward looking statements is contained in reports we file with the SEC. You shouldread and interpret any forward looking statement together with reports we file with the SEC.

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Agenda

Jefferies Overview 1

Jefferies Operating Results 2

Jefferies Business Review 3

Investment Banking

Equities

Fixed Income, Futures & Commodities

Risk Management 4Capital and Liquidity Management 5

Section

1


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Jefferies Overview

2


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Leucadia – Jefferies Merger

Leucadia – Jefferies merger closed on March 1, 2013

Jefferies continues to operate in a manner consistent with its historical business

model and remains a client-focused, conservatively capitalized and full-serviceglobal investment banking firm

Leucadia continues to pursue compelling value opportunities, consistent with itstrack record established over more than three decades as one of the world’s leadinglong-term investors

─ Investment criteria are consistent with the disciplined approach to risk thatLeucadia has publicly affirmed

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Conwed (100%)$77 Million

National Beef (79%)$775 Million

Juneau Energy (98%)(8)

$104 Million

Jefferies Finance (50%)$343 Million

KCG Holdings (19%)$269 Million

Idaho Timber (100%)$72 Million

Harbinger (20%)$528 Million

Vitesse Energy (96%)

(5)

$239 Million

Financial Services$6.2 Billion

Merchant Banking$2.4 Billion

Corporate / Liquidity$2.9 Billion

Jefferies LoanCore (49%) $158 Million

Jefferies (100%)$5.5 Billion

Berkadia (50%)$203 Million

Foursight (90%) andChrome (53%)

$49 Million

Parent CompanyCash & Investments

$1.6 Billion (1, 5, 8, 9, 10)

Deferred Tax Asset

$1.3 Billion (11)

Common Equity – $10.4 Billion (2)

Preferred Equity – $0.125 BillionParent Debt – $1.0 Billion (1)

Leucadia National CorporationParent Capital – $11.5 Billion (1)

Topwater Capital$93 Million

Mazama Capital$255 Million

Structured Alpha$84 Million (3)

Leucadia Asset Mgmt$479 Million

Global Equity Events $26 Million

Leucadia Overview

Linkem (53%)$162 Million

Garcadia (~75%) (7) $141 Million

HomeFed (64%) (6)

$227 Million

Folger Hill (4)

CoreCommodity

$22 Million

See page 57 and 58 for footnotes and additional disclosures.

Oregon LNG

Golden Queen (34%) (9)

$71 Million

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Jefferies Group

Full-Service Capital Markets Platform: expertise and depth across equities, fixedincome, commodities and investment banking

Client-Focused: providing investor and issuer clients with the highest qualityadvice and execution

Global Footprint: sales & trading and investment banking presence across theUnited States, Europe and Asia

Strong, Stable Foundation: robust long-term capital base, comparatively lowleverage and free from dependence upon government support

Positioned to Seize Market Share: having broadened our product offering andhired additional key talent during the downturn, Jefferies is positioned tocontinue to grow rapidly

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Global Full-Service Capabilities

Derivatives

CashEquities

ElectronicTrading

PrimeBrokerage /Securities

Finance

ETFs Convertibles

WealthManagement

MBS / ABS /CMBS

EmergingMarkets

InvestmentGrade

Rates MunicipalsPreciousMetals

Base Metals

ForeignExchange

TMTIndustrials

HealthcareFinancials

FinancialSponsors

REGAL

EquityCapitalMarkets

EnergyConsumer

Debt CapitalMarkets

M&A

PublicFinance

EquitiesFixed Income, Futures

& CommoditiesInvestment Banking

Restructuring Research ETFs Research

ListedFutures

LeveragedCredit

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Over 3,800 employees in over 30 cities worldwide

New York(Global Headquarters) Hong Kong

(Asian Headquarters)

London

(EuropeanHeadquarters)

(1) Jefferies distributes on a co-branded basis research issued by third-parties headquartered in the identified locations.

(1)

(1)

(1)

(1)

(1)

Global Footprint

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Revenue and Earnings Growth Post-Financial Crisis

Net Revenues (1)

1,4582,192

2,5773,062 3,040

3,416

$0

$1,000

$2,000$3,000

$4,000

Net Earnings to Common Shareholders (1)

Note: All results as reported in Jefferies’ public filings.

(1) Excludes predecessor first quarter ending 2/28/13. Net Revenue and Net Earnings to Common Shareholders for the excluded quarter total $819 million and$80 million, respectively.

Predecessor Successor

206 224285 282 274

367

$0

$100

$200

$300

$400

Predecessor SuccessorPre-Financial

Crisis

Pre-FinancialCrisis

($ Millions)

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Revenue and Earnings Growth Since 1990

Net Revenues (1)

144 365617

1,205

2,192

3,416

$0$500

$1,000$1,500$2,000$2,500$3,000$3,500$4,000

Net Earnings to Common Shareholders (1)

7 2955

157 224367

($600)($400)

($200)

$0

$200

$400

Note: All results as reported in Jefferies’ public filings. (1) Excludes predecessor first quarter ending 2/28/13. Net Revenue and Net Earnings to Common Shareholders for the excluded quarter total $819 million and

$80 million, respectively.

(2) Includes post-tax losses of $427 million related to the modification of the terms of Jefferies’ employee stock awards in Q4 2008, such that previouslygranted awards were written off and current year employee stock compensation awards were expensed in the year in which service was provided, and costsassociated with the restructuring activities in the fourth quarter of 2008.



($ Millions)

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Consistent Tangible Common Equity Growth

Jefferies has significantly and consistently grown tangible common equity

Jefferies’ proactive equity capital raises helped the firm navigate the globalfinancial crisis and capitalize on growth opportunities

Source: Jefferies.

(1) Tangible member's / common stockholders’ equity (a non-GAAP financial measure) represents total member's / common stockholders’ equity less goodwill andidentifiable intangible assets.(2) Decrease primarily due to significant stock buyback in Q1 2013.

Tangible Common Equity (1)

$1,386

$3,593

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

Q108

Q208

Q308

Q408

Q109

Q209

Q309

Q409

Q110

Q210

Q310

Q410

Q111

Q211

Q311

Q411

Q112

Q212

Q312

Q412

Q113

Q213

Q313

Q413

Q114

Q214

Q314

$434 mmEquity

Issuance

$500 mmEquity

Issuance

(2)


($ Millions)

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Jefferies’ Momentum and Ongoing Opportunity

Record revenues and earnings for the first nine months of the fiscal year

demonstrate the strength of Jefferies' operating model:

─ Significant growth across Investment Banking reflects the quality and increasingmomentum of Jefferies’ full service global platform

─ Ongoing growth and expansion of Jefferies Finance corporate lending platform

─ Solid growth in Equities revenues and market share

─ Durable Fixed Income, Futures and Commodities effort, despite less volatilemarkets

Jefferies’ position as the only pure global investment banking and capital marketsfirm headquartered in the U.S. creates a unique ongoing growth opportunity

Continued emphasis on margin expansion and earnings growth through investmentbanking hiring, cross-product client penetration and increased employeeproductivity

Jefferies continues to prudently manage risk, maintaining a disciplined approach toleverage, funding and asset quality

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Jefferies Operating Results

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Earnings Update – Third Quarter 2014

Nine months ending August 31, 2014 performance:

Net Revenues: $2,465 million

Pre-Tax Earnings: $417 million

Net Earnings: $257 million

Revenues by Source:

Equities$172

Fixed

Income$195

AssetMgmt. and

Other$8

InvestmentBanking:CapitalMarkets

$269

InvestmentBanking:Advisory

$199

Equities$538

Fixed Income$699

Asset Mgmt.and Other

$15

InvestmentBanking:CapitalMarkets$767

Investment

Banking:Advisory$446

($ Millions)

Third quarter ending August 31, 2014 performance:

Net Revenues: $843 million



Revenues by Source:

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Earnings Update – LTM Ending Q3 2014

Equities$828

Fixed Income$926

Asset Mgmt.and Other

$32

InvestmentBanking:

Capital Markets$1,048

InvestmentBanking:Advisory

$583

($ Millions)

Last twelve months ending August 31, 2014 performance:

Net Revenues: $3,416 million



Revenues by Source:

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Balance Sheet

(1) Leverage ratio equals total assets divided by total equity.(2) Leverage ratio (excluding merger impacts) (a non-GAAP financial measure) equals total assets less the increase in goodwill and asset fair values in acquisition accounting of

$1,957 million less amortization to date of $42 million on assets recognized at fair value in acquisition accounting divided by the sum of total equity less $1,359 million,being the increase in equity arising from merger consideration of $1,426 million excluding the $125 million attributable to the assumption of Jefferies’ preferred stock byLeucadia, and less the impact on equity due to amortization to date of $58 million on assets and liabilities recognized at fair value in acquisition accounting.

(3) Tangible gross leverage ratio (a non-GAAP financial measure) equals total assets less goodwill and identifiable intangible assets divided by tangible member’s equity.Tangible member's equity (a non-GAAP financial measure) represents total member's equity less goodwill and identifiable intangible assets.

($ Millions)

Jefferies Group LLC

Balance Sheet as of 08/31/14

Assets Liabilities and EquityCash & Cash Equivalents 4,035$ Short-term Borrowing 92$Cash & Securities Segregated 3,301 Financial Instruments Sold, Not Yet Purchased 9,723

Financial Instruments Owned 18,420 Securities Loaned 2,469 Investments in Managed Funds 78 Securities Sold Under Agreements to Repurchase 10,532 Loans to and Investments in Related Parties 632 Other Secured Financings 617 Securities Borrowed 6,270 Obligation to Return Securities Received as Collateral 8 Securities Purchased Under Agreements to Resell 4,571 Payables to Brokers, Dealers and Clearing Organizations 1,919 Securities Received as Collateral 8 Payables to Customers 5,943 Receivables from Brokers, Dealers and Clearing Organizations 2,413 Accrued Expenses and Other Liabilities 1,232 Receivables from Customers 1,660 Long-term Debt 6,626 Fees, Interest and Other Receivables 258 Total Liabilities 39,162$Premises and Equipment 242 Goodwill 1,724 Member's Equity 5,571

Other Assets 1,152 Noncontrolling Interests 31 Total Equity 5,602$

Total Assets 44,764$ Total Liabilities and Equity 44,764$

Leverage:(1)

8.0x

Leverage (excluding merger impacts):(2)

10.1x

Tangible Gross Leverage:(3)

11.9x

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Compensation Overview

Jefferies has taken advantage of the challenges faced by our competitors byupgrading talent across our firm

Our new professionals have been a key driver of growth

Lag between hiring senior employees and their achieving run-rate revenueproduction has impacted Jefferies’ compensation ratio

─ This lag is particularly pronounced with senior investment bankers, who havecomprised a meaningful portion of Jefferies’ senior hiring since 2010

Although Jefferies has successfully remained within our stated upper-bound 60%compensation ratio, we expect the ratio to decline over time as our hires reachtheir targeted productivity, overall net revenue grows and start-up amortizationdeclines

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Jefferies Business Review

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Investment Banking

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Net Revenues (1)

Investment Banking Revenues Since 1990

9 72 91

495

890

1,630

$0

$250

$500

$750

$1,000

$1,250

$1,500

$1,750


Note: All results as reported in Jefferies’ public filings. (1) Excludes predecessor first quarter ending 2/28/13. Investment Banking Net Revenues for the excluded quarter totaled $288 million.

($ Millions)

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Jefferies Investment Banking is a leading advisor and underwriter to our clients globally

─ 741 investment bankers with deep sector expertise and extensive experience across all majorindustry verticals

─ On the ground presence in eleven countries across the world

25% of our transactions in the last twelve months have been for clients domiciled outside of theUnited States (1)

─ 540 advisory or bookrun transactions executed in the last twelve months (1)

Well balanced mix across advisory, debt capital markets and equity capital markets

─ 62% of our transactions in the last twelve months were on behalf of repeat clients (1)

Investment Banking Overview

Sector Focus

Consumer

Investment Banking & Capital Markets

Energy

Financials Healthcare

Industrials

REGAL

TMT

PublicFinance

(1) Excludes public finance, mortgage and asset-backed capital markets transactions.

Regions

Americas

Europe

Asia

ProductCapabilities

Debt CapitalMarkets

Equity CapitalMarkets

Mergers &Acquisitions

Restructuring

Consumer Products, Restaurants,Retailing

Banks, Broker / Dealers, Insurance,Specialty Finance

Aerospace & Defense, BusinessServices, Capital Goods, Chemicals,Construction & Building Materials,Maritime, Metals & Mining, Paper &Packaging, Power & Utilities,Transportation & Logistics

Oil & Gas Exploration, Oil & GasMidstream, Oil Field Services

Real Estate, Gaming, Leisure &Lodging

Biotechnology, Healthcare Services,Managed Care, Medical Devices,Pharmaceuticals

Software, Internet, Semiconductors,Wireless & Wireline, FinancialTechnology, Technology Services,Entertainment, Broadcasting,Information Services & Publishing,Communications Equipment, TelecomInfrastructure

United States, Canada,Brazil

U.K., Germany, France,Sweden, Russia

China, India, Singapore

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Investment Banking – Performance Update

Note: All results as reported in Jefferies’ public filings. (1) Excludes predecessor first quarter ending 2/28/13. Investment Banking Net Revenues for the excluded quarter totaled $288 million.

Investment Banking Net Revenues (1)

890

1,123 1,126

1,4281,630

$0

$500

$1,000

$1,500

$2,000

Equity Capital Markets

Debt Capital Markets

Advisory


Net revenues have grown at a compounded rate of 15% per year since 2010

─ Recent performance strong across all major products, sectors and regions

─ Well balanced mix across advisory, debt capital markets and equity capital markets

Increased revenue per Managing Director in each of the last 5 years

─ Significant increase in the last twelve months

($ Millions)

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Jefferies Finance Update

Jefferies Finance, our corporate lending joint venture with Massachusetts Mutual LifeInsurance Company, has grown rapidly since 2010

─ Established in 2004, Jefferies Finance has demonstrated growth and resilience acrossmultiple business cycles

Jefferies Finance has successfully built a leading franchise arranging leveraged loans fordistribution to the capital markets

─ Significant growth in arranged loans, with modest balance sheet expansion

Significant opportunities for expansion in core business and in complementary products

Total Arranged Deal Volume by Fiscal Year

$3,816$7,689

$11,638

$21,136$24,951

40

6469

118

138

0

20

40

60

80

100

120

140

FY 2010 FY 2011 FY 2012 FY 2013 LTM 8/31/14

Arranged Volume

# of Deals

($ Millions)

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Increased the average size of both our bookrun leveraged finance and equity transactions forthe third consecutive year, now at approximately $474 million and $218 million,respectively

Continued to increase the number of both bookrun leveraged finance and equity transactionsover $500 million in value

─ 15 equity offerings greater than $500 million in 2014 including 5 offerings executed inEurope

Jefferies Bookrun Equity Offerings over $500 million

24 4

8

15

0369

1215

2010 2011 2012 2013 LTM 9/30/14 N u m b e r o f D e a l s

Selected Milestones in 2014

Jefferies Bookrun Leveraged Finance Transactions over $500 million

11 6

3450

67

0

25

50

75

2010 2011 2012 2013 LTM 9/30/14

N u m b e r o f D e a l s

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Our track record in winning M&A transactions exceeding $1 billion continued, with 19transactions completed in the last twelve months, including marquis transactions forDeutsche Telekom and Kinder Morgan

The strength of our M&A sell-side franchise continued, with a greater percentage of our totalM&A revenue derived from sell-side transactions than any major investment bank

We made significant progress in penetrating the top tier of financial sponsors. In 2014, wewon or executed important “first-time” mandates with 10 of the largest 20 global sponsors

Since acquiring Hoare Govett in February 2012, we have added 21 U.K. corporate brokingclients (12 in 2014), including 15 clients with market caps greater than $1.5 billion. TheHoare Govett franchise has been important to our winning and executing over 80 Europeanbookrun equity offerings since the acquisition

In the last 12 months, we have completed 15 bookrun equity offerings for China clients,including 3 of the largest IPO’s in China (Huishan Dairy, Cinda Asset Management and

JD.com)

Selected Milestones in 2014 (Continued)

Jefferies Completed M&A Transactions over $1 billion

814

19 21 19

05

10152025

2010 2011 2012 2013 LTM 9/30/14 N u m b e r o f D e a l s

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Select Jefferies Investment Banking Clients

02/14 Sole advisor on $1.1bnsale of China assets toBrightoil PetroleumHoldings Ltd.

03/11 Joint advisor on $1.6bnMaverick Basin JointVenture with KoreaNational Oil Corp.

Enterprise Value: $60bn

Description:

One of the world’s largestindependent oil and natural gascompanies

Recent Transactions:


Description:

5th largest Super Major oilcompany in the world



Description:

Largest pharmaceutical companyin the world

Recent Transactions:01/13 Joint bookrunner on

$2.6bn initial publicoffering of Zoetis

10/12 Sole advisor on $700mmacquisition of NextWavePharmaceuticals


Description:

Leading global independentcopper producer


12/12 Joint advisor on $5.1bnacquisition of InmetMining Corporation

10/12 Joint bookrunner on$350mm seniorunsecured notes offering


Description:

3rd largest energy company inNorth America


08/14 Sole financial advisor toKinder Morgan EnergyPartners, L.P. andKinder MorganManagement, LLC intheir $60bn sale toKinder Morgan, Inc.


Description:

3rd Largest pharmaceuticalcompany in the world


05/12 Sole advisor on $1.5bnacquisition of FougeraPharmaceuticals

Total Liabilities : $30bn

Description:

Operator of one of the top 5airlines in the world

Recent Transactions:12/13 Financial advisor to

Association ofProfessional FlightAttendants on $29.6bnrestructuring


Description:

One of the world's largest mobilecommunications companies

Recent Transactions:05/12 Sole advisor on sale of

Vodacom's Gateway CarrierServices division to PCCWGlobal Ltd.

09/14 Sole advisor on $295mmsale of ChevronPetrochemical Pipeline toBoardwalk Pipeline Partners

09/14 Sole advisor on $235mmsale of Gulf Coast NaturalGas Pipeline Systems toEnLink Midstream

12/12 Sole advisor on $288mmsale of interest in the Seanfield to SSE plc

11/12 Sole advisor on $1.1bn(plus $250mm contingentpayments) Central NorthSea assets to TAQA


Description:

One of the world’s leadingtelecom and information

technology service companies

Recent Transactions:11/13 Joint advisor on $2.7bn

sale of 70% Stake inScout24 to Hellman &Friedman LLC


Description:

7th largest REIT in the UnitedStates



10/10 Joint advisor on $3.1bnacquisition of Real EstateAssets from Atria SeniorLiving Group

Market Cap.: $25bn

Description:

One of the largest financialservices holding companies inthe US



10/12 Sole advisor on $9.8bnvoluntary share exchangeoffer with Coca-Cola HBCAG


Description:

One of the largest bottlers andvendors of The Coca-Cola

Company’s products in the world



Description:

One of the largest pharmaceuticalcompanies in the world


02/13 Sole advisor on $482mmsale of Latin AmericanOTC business to ReckittBenckiser Group plc

09/13 Sole advisor in the$473mm sale of E&Passets in Trinidad to TheNational Gas Company ofTrinidad &Tobago

Deutsche Telekom


Description:

2nd largest integrated energycompanies in the United States



Description:

Largest independent animalhealth company


01/13 Joint bookrunner on$2.6bn initial publicoffering


Description:

Largest healthcare company inthe world


06/13 Sole placement agent on$311mm sale of ElanCorp, plc common stock


Description:

4th largest Super Major oilcompany in the world



Description:

Largest pharmaceutical companyin Japan


10/13 Sole placement agent on$245mm sale of NPSPharmaceuticals, Inc.common stock

05/14 Joint bookrunner on$2.0bn initial publicoffering


Description:

Largest online direct salescompany in China



Description:

12th largest REIT in the worldand 6th largest in the UnitedStates


06/14 Joint bookrunner on$1.2bn seniorunsecured notes offering


Description:

Largest paints and coatingscompany in the world


07/14 Sole financial advisor on$208mm sale of paperchemicals business toKemira Oyj

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http://en.wikipedia.org/wiki/File:AkzoNobel_Logo.svg


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Top 20 Reported Investment Banking Revenues

Note: LTM Revenue, Total Assets and Exchange Rates for Competitors as of 6/30/14, except RBC through 7/31/14 and Macquarie through 3/31/14.

(1) Jefferies reported investment banking revenue plus $190 million Jefferies Finance fee income for LTM 8/31/14.Source: Earnings reports. Where IB revenue is not broken out, Dealogic is used.

Since 2010, our revenue growth has significantly exceeded the composite revenue growthof our nine largest competitors

IB Revenue for Top 20 LTM Rev. Total Assets($mm) ($bn)

1 Goldman Sachs 6,444 860

2 JP Morgan 6,398 2,520

3 Bank of America 6,208 2,171

4 Morgan Stanley 4,922 835

5 Citi 4,478 1,910

6 Barclays 3,867 2,239

7 Deutsche Bank 3,812 2,272

8 Credit Suisse 3,810 1,000

9 UBS 2,791 1,102

10 Jefferies(1)

1,820 45

11 Wells Fargo 1,673 1,599

12 RBC 1,632 840

13 HSBC 1,555 2,754

14 BNP Paribas 1,265 2,602

15 Lazard 1,105 3 16 RBS 952 1,722

17 Nomura 844 433

18 Mizuho 831 1,794

19 BMO Capital Markets 798 540

20 Macquarie 762 145

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Investment Banking Net Revenues (1)

$862

$1,257

$1,820 $1,824

$2,118

LTM 6/30/97 LTM 2/29/08 LTM 8/31/14 LTM 12/31/00 LTM 12/31/97

Our Business Today Compared to Other Former MajorIndependent Investment Banking Firms

(1) With the exception of Jefferies, represents investment banking revenues for last twelve month period as an independent firm.

(2) Jefferies reported investment banking revenue plus $190 million Jefferies Finance fee income for LTM 8/31/14.Source: Public Company Filings.

(2)

($ Millions)

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Investment Banking – Growth Initiatives

Continue to increase productivity

─ Further increases in revenue per Managing Director expected as senior hires from 2011 through 2013reach targeted productivity levels and as recent hires begin to gain traction

─ Continued increases in transaction size will help to drive overall productivity

Increase U.S. market share across entire platform

─ Significant growth opportunities across all major sector verticals and products

─ Recent entry into several new subsectors

Capitalize on footprint, full-service capabilities and momentum in Europe and Asia

─ 192 investment bankers in Europe and Asia

─ Expand business in Continental Europe and capitalize on our momentum in China

Financial Sponsor Coverage

─ Mid-Cap Sponsors

Expand the number of existing mid-cap sponsor clients with whom we do M&A sell-side business

Broaden our overall coverage universe of mid-cap sponsors ─ Large-Cap Sponsors

Expand market share with top 25 financial sponsors in both ECM and Leveraged Finance

Continue to drive growth of Jefferies Finance corporate lending platform

─ Opportunities for growth in targeted corporate lending areas (middle-market, asset based, Europe,distressed) as well as incremental opportunities in core U.S. acquisition finance practice

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Equities

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Equities Overview

Jefferies is a leading global institutional equities franchise

─ Sales and trading across North America, EMEA and Asia Pacific, with major trading hubs in NewYork, London and Hong Kong

─ 255 research professionals covering over 1,800 companies ─ Leading client-offerings across cash equities, electronic trading, equity derivatives, convertible

bonds, ETFs, prime brokerage, securities finance and equity capital markets

Core U.S. equity sales & trading business pioneered block trading more than 50 years ago

Focused on providing best-in-class ideas, execution and service to our clients

Asia Pacific

Cash Equities

Americas

Equity Derivatives

EMEA

Global Equities

Electronic Trading

Capital Markets

Equity Derivatives

Electronic Trading

Capital Markets

Electronic Trading

ConvertiblesResearch

Research Research

Convertibles Convertibles

Securities FinancePrime Services

Securities FinanceInvestmentCompanies

Capital Markets

Cash Equities Cash Equities

30

E i i M k U d


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Equities – Market UpdateMarket Environment (1)

Global equity turnover is up 4% YTD 2014, however, down 38% from its peak in 2008

─ Global turnover breakdown: Americas 52%, Asia 24% and Europe 24%

Jefferies Change in Market Share (2) vs. Market Turnover (1)

Global Market Wallets – Cash Equities (2)

Global market wallet up $962 million from CY 2013 to annualized 1H 2014 (+4%)

─ Americas market wallet has increased $149 million from CY 2013 to annualized 1H 2014 (+1%)

─ EMEA market wallet has increased $1.1 billion from CY 2013 to annualized 1H 2014 (+17%)

U.K. market wallet has increased $367 million during the same period ─ Asia market wallet has decreased $257 million from CY 2013 to annualized 1H 2014 (-4%)

Equity Derivatives (3)

Demand for U.S. listed options remains strong despite low volatility

Year to date ADV is tracking at 16.6 million contracts through August, surpassed only by 2011 volumes in the history of U.S.options trading

Jefferies ranks 5th in U.S. Convertible Trading market share at 8.6% for 1H 2014 (2)

Note: Turnover measured in $ Notional Value Traded for Calendar 2014 through August 31.(1) Thomson.

(2) Third Party Market Surveys conducted in the first half of 2014 (includes cash, algorithms and program trading).(3) The Options Clearing Corporation, www.theocc.com.

12%

4%

0%

10%

20%8%

-3%-4%

-2%

0%

2%

4%

6%

8%

10% 33%

-21%-30%

-20%

-10%

0%

10%

20%

30%

40%34%

8%

0%

5%

10%

15%

20%

25%

30%

35%

Asia U.K. Americas Global

Jefferies’ Market Share Growth (% ∆)

YTD Market Turnover (% ∆)

31

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Equities – Performance Update

Jefferies has significantly grown revenues and market share post-financial crisis

Major ongoing growth opportunities: momentum in Europe and Asia; further client penetration and

cross-selling globally; electronic trading; prime brokerage

Note: All results as reported in Jefferies’ public filings. 2012, LTM Q1 2014 and LTM Q3 2014 exclude gains and losses from holdings in Knight Capitaland Harbinger Group.

(1) Excludes predecessor first quarter ending 2/28/13. Equities Net Revenues for the excluded quarter totaled $141 million (excluding gains from holdingsin Knight Capital).

Equities Net Revenues (1)

557 594490

699 697

$0

$250

$500

$750


($ Millions)

32

E iti St t i P i iti


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Equities – Strategic Priorities

Continue to drive market share growth, leveraging Jefferies’ global capabilities

─ Leading U.S. franchise

─ Full service trading, research and capital markets offering across the Americas, EMEA and

Asia Pacific ─ Unique value offering to our clients through Asia research alliances

Ongoing expansion of equities products that leverage Jefferies’ status as a leading global cash

equities franchise

─ Capitalize on advantage of having no legacy dark pool and utilizing our strong, liquidity-seeking algorithms and execution transparency

─ Opportunities to serve mid-sized prime brokerage clients that are increasingly underserved bythe large bank holding companies

─ Continued growth in our options trading platform and expansion opportunities in low riskstructured products

Leverage Jefferies’ global research platform to serve clients and win market share

─ Jefferies’ research platform provides our clients with insight and expertise across the U.S.,EMEA and Asia Pacific

─ Ongoing elevation and enhancement of Jefferies’ global research offering has providedsignificant momentum to our market share drive

33


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34

Fi d I F t & C diti O i


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Fixed Income, Futures & Commodities Overview

Jefferies serves clients across all major cash and futures products in the U.S. and Europe

─ 860 sales, trading, research and strategy professionals globally

─ Primary Dealer or equivalent in U.S., U.K., Germany, Netherlands, Portugal, Slovenia and

Belgium

─ Focused on providing best-in-class ideas, facilitation and execution to our clients

─ Minimal exposure to OTC swaps or illiquid, hard-to-value securities; over 99% of ourtrading is in cash or exchange traded products


EmergingMarkets

Capital Markets

Global Sales &Trading

MunicipalSecurities

Public Finance

Sales & Trading

Capital Markets

InvestmentGrade

Capital Markets

U.S. CorporatesSales & Trading

InternationalSales & Trading

LeveragedCredit

Research

U.S. Sales &Trading

InternationalSales & Trading

Capital Markets

Rates

U.S. Treasuries

U.S. Agencies

EuropeanGovernment Bonds

U.S. & EuroRepo Financing

European Supras& Agencies

Covered Bonds

MBS / ABS /CMBS

Global CDO/CLO

Global ABS

Global MBS

Global CMBS

Project Finance

Global CapitalMarkets

Futures &Commodities

ForeignExchange

Listed Futures

Base Metals

Precious Metals

35

Fi d I M k t U d t


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Fixed Income – Market Update

Markets are currently being driven by central bank intervention and balancesheet deleveraging

Since 1H 2013, global fixed income markets have seen low volatility, moderatesecondary market volumes and tightening yields and spreads

─ This has been offset by robust capital market activity across all credit products

Significant regulation has also come into force; most notably Dodd Frank, theVolcker Rule and additional capital requirements

─ This has resulted in a decrease in RWA, reduced products offerings and

increased capital and compliance costs across bank holding company tradingplatforms

Given Jefferies’ relatively smaller balance sheet and minimal legacy activity,these trends have been less severe

─ Narrowed the gap with our competitors in available balance sheet to facilitate

client flow ─ Leaves us in a relatively stronger and more competitive position

36

Fi d I P f a U dat


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Fixed Income – Performance Update

Fixed Income Net Revenues (1)

245

728 743

1,253

790926

$0

$500

$1,000

$1,500


2008 financial crisis and subsequent downturn across the financial sector allowed Jefferies toexpand its fixed income capabilities significantly

─ Pre-crisis, Jefferies Fixed Income was a niche U.S. High Yield focused trading and new issue

platform, with modest credit and MBS/ABS offerings ─ Jefferies Fixed Income is now a global franchise with highly competitive capabilities across

credit, rates and MBS/ABS

The consistency of our revenues demonstrates the strength, quality and diversification of ourglobal franchise, despite the reduction of activity in fixed income markets since 2012

Pre-FinancialCrisis

Note: All results as reported in Jefferies’ public filings. (1) Excludes predecessor first quarter ending 2/28/13. Fixed Income Net Revenues for the excluded quarter totaled $352 million.

($ Millions)

37

Fixed Income Futures & Commodities Strategic Priorities


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Fixed Income, Futures & Commodities – Strategic Priorities

Continue to execute our proven strategy

─ Client focused ideas and execution, providing leading solutions and service

Continue to drive our performance by leveraging existing platform to selectively target opportunities ─ Opportunistically add top-tier talent to our firm

─ Selectively grow in complementary areas and products based on market opportunities

Increased global coordination

─ Leverage global footprint and relationships across Jefferies to grow market and client penetration

─ Think globally to match our clients and their opportunities

Leverage existing areas of new issue strength

─ Leverage existing strengths to grow new issue capabilities in other products and regions

─ Grow average transaction size for increased profitability

Take advantage of increased market volatility and resultant volume growth

─ Opportunities in rates, futures and foreign exchange

Capitalize on changing landscape driven by regulation and new technology developments ─ Implementation of Dodd-Frank will drive OTC securities increasingly onto exchange

─ Rates and credit derivatives – products we could not previously offer competitively, but mandatoryclearing will ‘level the playing field’

─ eTrading in credit and rates

─ New issue structured notes – as our competitors look to decrease RWA and exit more capital

intensive products, we will look to grow our low risk new issue structured notes activity38


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Risk Management

39

Risk Principles


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Risk Principles

Jefferies' comprehensive risk management framework has been a foundation for our successacross market cycles

Culture

─ We are all risk managers. Our firm is built on every individual taking responsibility for riskmanagement, including our senior management

Hands-on

─ Our senior management and Board are deeply involved in the “nuts and bolts” of how andwhere we are taking risks across the firm

Integrated

─ Our independent risk management group and our business leaders are deeply integratedinto our trading desks, ensuring a clear and comprehensive view of the firm’s risk

Asset Quality

─ Jefferies is dedicated to serving our clients in liquid, transparent products. We limitilliquid assets and derivatives to ensure the overall liquidity and health of our balancesheet

40

Risk Management Governance and Structure


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Risk Management Governance and Structure

Board of Directors and Audit Committee of the Board of Directors

─ Board of Directors comprised of three executive officers and four independent outside directors

Our Chief Risk Officer and Global Treasurer meet with the Board of Directors on at least a

quarterly basis to present our risk profile and liquidity profile

─ Audit Committee of the Board of Directors comprised of four independent outside directors

Responsible for discussing with management Jefferies’ major financial risk exposures and steps

management has taken to monitor and control such exposures, including Jefferies’ riskassessment and risk management policies (from the Charter of the Audit Committee)

─ Our Board of Directors and its Audit Committee play an important role in reviewing risk

management and risk tolerance, reviewing risk-related data at each regular meeting

Jefferies has a comprehensive risk management approach, with a formal governancestructure and processes to identify, assess, monitor, and manage risk

Risk Oversight Structure (Committees)

─ Risk Management

─ Executive

─ Operating

─ Market Risk Management

─ Credit Risk Management

─ Operational Risk Management

─ Capital and Liquidity

─ Asset / Liability

─ Margin Oversight

─ Underwriting Acceptance

─ New Business

─

Independent Price Verification41

Risk Management Summary Framework


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Risk Management Summary Framework

Note: Dotted lines represent communication lines.

Jefferies GroupBoard of Directors

Firmwide

Committees

IndependentPrice

VerificationNew Business

Business Line

Committees

Market RiskManagement

Credit RiskManagement

OperationalRisk

Management

UnderwritingAcceptance

Audit Firm ManagementCompensationCorporate

Governance andNominating

ExecutiveOperatingRisk

Management

Asset / Liability

Chief Risk Officer /Global Treasurer

Capital andLiquidity

MarginOversight

42

Key Risk Areas


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Key Risk Areas

Market

Credit

Liquidity and capital

Operational

Legal and compliance

New business

Reputational

43

Key Risk Practices


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Key Risk Practices

Comprehensive risk framework across risk types and across the firm

Sophistication and granularity of risk quantification

Control through detailed limits and strong breach procedures

Conservative limit setting relative to available capital and liquidity

Ongoing holistic assessment of risk interdependence and contagion risk acrossthe firm

Formal contingency planning

Rapid upward visibility to management by means of a culture of rapid escalationand short lines of communication

History of demonstrated management actions ahead of and during times ofmarket stress and external events

44

VaR Report


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Quarterly VaR Average($ Millions)

Annual VaR Average($ Millions)

VaR Report

$0

$5

$10

$15

$20Avg. VaR related to KCG & HRG

Avg. Firmwide VaR Excl. KCG & HRG

$0

$5

$10

$15

$20

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 YTD

Avg. VaR related to KCG & HRG

Avg. Firmwide VaR Excl. KCG & HRG

45

VaR Report and Trading Revenues


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Distribution of Daily Net Trading Revenues

0

20

40

60

80

100

120

140

20

#

o f D a y s

2011 2012 2013 LTM 8/31/14

VaR Report and Trading Revenues

(1) Number of Breaches represents the number of days during a given period where net trading losses were greater than VaR estimates.

Historical Negative Trading Revenues Days

2011 2012 2013 2014

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

Number of Negative

Trading Revenues Days: 10 10 26 6 2 - 1 1 1 5 18 7 7 11 9

Excluding Knight and Harbinger na na na na na na na na na 1 11 4 1 6 2

Number of Breaches (1) - - 2 - - - - - - 1 1 - - 1 -

$ Millions

46


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Capital and Liquidity Management

47

Liquidity and Funding Principles


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Liquidity and Funding Principles

Jefferies’ long-standing liquidity and funding principles have maintained the strength andsoundness of our platform across market cycles

Owning inventory that is composed of liquid assets that turn over regularly, with aminimal amount of Level 3 Assets

Maintaining a sound, long-term capital base and reasonable leverage relative to ourbusiness activity

No material reliance on short-term unsecured funding or customer balances. No

commercial paper program

Short-term secured funding that is readily and consistently available through clearinghouses, or fixed for periods of time that exceed the expected tenure of the inventorythey are funding

Assessing capital reserves and maintaining liquidity (including intraday liquidity) to

withstand adverse changes in the trading or financing markets Where appropriate, entering into partnerships and joint ventures with complementary

long-term partners to pursue business opportunities that otherwise will exceed ourcapital capacity or risk tolerance (Jefferies Finance, Jefferies LoanCore)

48

Limited Leverage


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Historical Quarterly Leverage($ Millions)

5.0x

7.0x

9.0x

11.0x

13.0x

15.0x

17.0x

$-

$10,000

$20,000

$30,000

$40,000

$50,000

Total Capital Gross Assets Leverage

Limited Leverage

Jefferies has a long-standing policy of carefully managing balance sheet leverage

In periods of stress, Jefferies has demonstrated the ability to rapidly reduce leveragewithout unduly impacting our business


(1) Total assets divided by total equity. Q2 2013 through Q3 2014 exclude merger impacts. See page 59 for further detail.

(1)

49

Asset and Capital Growth


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Total Assets and Total Capital($ Millions)

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

$0

$5,000

$10,000

$15,000

$20,000

$25,000

$30,000

$35,000

$40,000

$45,000

$50,000

1Q 08 4Q 08 4Q 09 4Q 10 4Q 11 4Q 12 4Q 13 3Q 14

Gross Assets Total Capital Assets / Capital

Asset and Capital Growth


Consistent capital growth to support business expansion

50

Level 3 Trading Assets Overview


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Level 3 Financial Instruments Owned (1) as a Percentage of Financial Instruments Owned

($ Millions)

7%6%

5%5% 5%

3% 3%3%

2%2% 3% 3%

3%

3% 3% 3%

3% 3%3%

3% 3%3% 3%

3%

$-

$4,000

$8,000

$12,000

$16,000

$20,000

4Q 08 1Q 09 2Q 09 3Q 09 4Q 09 1Q 10 2Q 10 3Q 10 4Q 10 1Q 11 2Q 11 3Q 11 4Q 11 1Q 12 2Q 12 3Q 12 4Q 12 1Q 13 2Q 13 3Q 13 4Q 13 1Q 14 2Q 14 3Q 14

Level 1 and 2 Inventory Level 3 Inventory

Level 3 Trading Assets Overview

97% of inventory is Levels 1 and 2, with a minimal amount of Level 3 Trading Assets

Level 3 Trading Assets (1) represent only 13% of tangible common equity

(1) Excludes Level 3 trading inventory assets attributable to third party or employee noncontrolling interests in certain consolidated entities.


Level 3 Financial Instruments Owned (1) as a Percentage of Tangible Common Equity($ Millions)


18% 23% 23% 26%26% 22% 18% 19% 17%

18%

19% 20% 16% 15% 15% 15% 15% 16%14% 14% 14% 14% 14%

13%

$-

$1,000

$2,000

$3,000 $4,000

$5,000

4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14

Tangible Common Equity Level 3 Assets

51

Stable Secured Funding Model


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Portion of Inventory Deemed Liquid (Fundable at Haircuts of 10% or Better)

Clearing Corp Eligible Repo – Limited reliance on bilateral and tri-party repo

Average Term for Non-Clearing Corp Eligible Repo – Secured funding in excess of asset liquidation timeframe

Stable Secured Funding Model

48 55 4769 78

88

139 125103 104

120

0

50

100

150

1Q 2012 2Q 2012 3Q 2012 4Q 2012 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014

#

o f D a y s


Note: Dark blue lines represent 3-year averages.

89% 88% 90% 89%85%

82%87%

84%82% 81% 82%

75%

80%

85%

90%

95%

1Q 2012 2Q 2012 3Q 2012 4Q 2012 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014


80%

73%77% 78% 77%

72%77%

73%76% 74% 75%

65%

70%

75%

80%

85%

1Q 2012 2Q 2012 3Q 2012 4Q 2012 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014


Mean: 76%

Mean: 85%

Mean: 89 days

52

Liquidity Pool


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Total Liquidity Pool

($ Millions)

$3,441 $3,571 $3,379

$4,229$4,423

$4,726

$5,187

$5,574$5,282

$4,467

$5,824 $5,913

9.8% 10.2% 9.4%

12.3% 12.2% 12.5%13.3%

14.4%

13.1%

10.3%

13.4% 13.2%

0.0%

3.0%

6.0%

9.0%

12.0%

15.0%

18.0%

$0

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

11/30/11 02/29/12 05/31/12 08/31/12 11/30/12 02/28/13 05/31/13 08/31/13 11/30/13 02/28/14 05/31/14 08/31/14

Cash & Cash Equivalents Other Liquidity Sources Liquidity Pool as % of Total Assets

Liquidity Pool

Jefferies maintains significant excess liquidity on hand

(1) Consists primarily of securities purchased under agreements to resell, our U.K. liquidity pool, unencumbered inventory representing an estimate of the amount of additional

secured financing that could be reasonably obtained and funds available under our senior secured revolving credit facility.(2) Cash & Cash Equivalents plus Other Liquidity Sources, divided by Total Assets.

(1) (2)


53

Long-Term Debt Profile


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Long Term Debt Profile

Debt Maturity Schedule (Notional)($ Millions)

As of 8/31/14, our $6.2 billion notional of long-term debt had a weighted average maturity of 8.2 years

No scheduled debt maturities until November 2015 ($500 million)

No maturity of long-term debt in a single year is greater than 20% of outstanding long-term debt

Includes May 2014 2.375% EMTN issuance of €500 million ($685 million)

$0

$200

$400

$600

$800

$1,000

54


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Appendix

56

Notes and Disclosures to Leucadia Overview


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Note: Dollar amounts are Leucadia’s net carrying amount for each investment, forconsolidated subsidiaries equal to their assets less liabilities.

1) Adjusted for assumed maturity of 2015 8.125% Sr. Notes using Parent Company

Cash.

2) Includes $2.8 billion of goodwill and intangibles.

3) Classified within Parent Cash and Investments in Leucadia’s filings.

4) Investment commitment of $400 million contingent on Folger Hill raising at least$400 million of outside capital.

5) Adjusted for the $192 million EnerVest acquisition, which closed in September 2014.6) Carrying amount is net of deferred gain on real estate sale.

7) Represents Leucadia’s approximate weighted average ownership; ownership varies bydealership between 65% and 90%.

8) Adjusted for the $63 million EOG acquisition, which closed in September 2014.

9) Adjusted for the $71 million Golden Queen investment, which closed in September2014.

10)Adjusted to include $250 million from the sale of Premier Entertainment to Twin RiverManagement Group, Inc., closed July 2014.

11)Excludes Jefferies Net Deferred Tax Asset of $445 million.

57

Leucadia – Cash and Investments and Parent Debt GAAP


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Reconciliations

Reconciliation of Cash and Investments

Reconciliation of Parent Debt

($ millions)

Parent Debt, Excluding Redeemable Preferred Shares (GAAP) at June 30, 2014 1,444.4$Assumed Redemption of 8.125% Senior Notes due 2015 (457.1)

Parent Debt, As Adjusted 987.3$

($ millions)

Available Cash and Investments (GAAP) at June 30, 2014 2,224.8$Structured Alpha classified with Asset Management (82.7) Maturity of 8.125% Senior Notes due 2015 (457.1) Acquisition of EOG by Juneau (63.0) Acquisition of Golden Queen (71.0)

Acquisition of EnerVest by Vitesse (192.0) Proceeds from Premier Entertainment Sale 250.0

Available Cash and Investments, As Adjusted 1,609.0$

58

Leverage Ratio GAAP Reconciliation


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g

Leverage Ratio - Excluding Merger Impacts

May 31, August 31, November 30, February 28, May 31, August 31,

($ Millions) 2013 2013 2013 2014 2014 2014

Total Assets 38,938$ 38,830$ 40,177$ 43,440$ 43,610$ 44,764$Goodwill and Acquisition Accounting Fair ValueAdjustments on the Merger with Leucadia (1,957) (1,957) (1,957) (1,957) (1,957) (1,957) Net Amortization to Date on Asset RelatedPurchase Accounting Adjustments 9 18 27 32 37 42

Total Assets Excluding the Impact of the Merger 36,990$ 36,891$ 38,247$ 41,515$ 41,690$ 42,849$

Total Equity 5,183$ 5,241$ 5,422$ 5,462$ 5,527$ 5,602$Equity Arising from Merger Consideration (1,426) (1,426) (1,426) (1,426) (1,426) (1,426)

Preferred Stock Assumed by Leucadia 125 125 125 125 125 125 Net Amortization to Date of Purchase AccountingAdjustments, net of tax (8) (17) (25) (36) (48) (58)

Total Equity Excluding the Impact of the Merger 3,874$ 3,923$ 4,096$ 4,125$ 4,178$ 4,243$

Leverage Ratio - Excluding Merger Impacts 9.5x 9.4x 9.3x 10.0x 10.0x 10.1x

Documents

Jefferies Investor Day Presentation