Trends in Healthcare Investments and Exits Report

HEALTHCARE INVESTMENTS STABILIZE AS IPOS SURGE
The story of the healthcare venture industry in 2013 can be
summed up in three words: initial public offerings. In a year
in which the number of venture-capital backed healthcare
IPOs tripled, public market enthusiasm helped stabilize
venture investment and fundraising overall. It also led to
increased valuations of big exit mergers and acquisitions.
Venture investment in healthcare saw the biggest returns
since SVB started tracking the data in 2005, reaching double
the next best year. As we note in this report, the climate
for IPOs is cooling. However, we see the current balanced
financing ecosystem continuing to prime the innovation
pump and encourage smooth capital flow to keep the
industry humming.
WRITTEN BY
Jonathan Norris
Managing Director
Silicon Valley Bank
t 650 926 0126
jnorris@svb.com
Trends in Healthcare
Investments and Exits
2014

HEALTHCARE: TRENDS IN HEALTHCARE INVESTMENTS AND EXITS 2
Table of Contents
3 KEY FINDINGS AND FORECASTS
4 VENTURE FUNDRAISING AND INVESTMENT DRIVE INNOVATION
4 Healthcare Drops as a Percentage of Total Venture Investment
5 Venture Fundraising and Investment Stay Strong
6 Trends in New Company Formation
7 Where Is the New Money Going?
10 HEALTHCARE BIG EXIT M&A DIPS AS IPOS SURGE
10 IPOs Triple and Potential Returns Soar
11 Biopharma: Big Exit M&A Activity Reaches Record Valuations
13 Device: Big Exit M&A Activity Declines but Values Increase
14 BIOPHARMA ANALYSIS: WHAT’S HOT, WHAT’S NOT
14 Oncology Is the Darling of Big Exits
14 Big Exit M&A Activity Shifts to Later-Stage
16 Companies Choose IPO Route Instead of M&A
17 Large Corporates Increase Acquisitions
18 DEVICE ANALYSIS: WHAT’S HOT, WHAT’S NOT
18 Imaging/Diagnostics Pushes Up Big Exit M&A Values
19 Bucking Convention, FDA Approval Not Necessary for Exit
21 Angel Investors and Smaller Funds Fill Device Funding Gap
22 More Capital Flow Is Needed But Tide May Be Turning
23 CONCLUSION
SILICON VALLEY BANK PRODUCES THIS ANNUAL REPORT TO GUIDE OUR CLIENTS IN DECISION-MAKING AND TO
CONTRIBUTE VALUABLE INSIGHT INTO THE TOP TRENDS IN THE HEALTHCARE VENTURE INDUSTRY. WE ANALYZED
PROPRIETARY AND PUBLIC DATA AND FORECASTS TO DETERMINE TRENDS AT BOTH ENDS OF THE PIPELINE: ON
THE CAPITAL SIDE THROUGH VENTURE INVESTMENT INTO COMPANIES AND VENTURE FUNDRAISING, AND ON THE
LIQUIDITY SIDE THROUGH BIG EXITS AND IPO ACTIVITY.

2013 KEY FINDINGS
‣‣ Venture fundraising stabilizes at the
$3.5-$4 billion level.
‣‣ Venture investment remains at $6.7 billion,
buoyed by the hot IPO market.
‣‣ Healthcare IPOs triple, leading to record
potential IPO/big exit returns of
$12.5 billion.
‣‣ Corporate venture activity in biopharma
bolsters healthy financing ecosystem.
‣‣ Biopharma big exit M&A deals reach
record valuations.
‣‣ Biopharma structured deals continue with
higher upfront payments.
‣‣ Medical device big exits stay relatively stable,
deal values increase.
‣‣ Device M&A analysis finds FDA approval not a
necessity for big exits.
KEY FORECASTS
‣‣ Healthcare fundraising will see continued stability.
‣‣ Venture investment into companies will slowly
drop, then level off.
‣‣ Series A investments in biopharma will remain level.
‣‣ Investment will lag in Series A device, but
corporate venture signals more active role.
‣‣ As the IPO market cools in second half of 2014,
M&A activity will pick up.
‣‣ Acquirers will show continued strong interest in
oncology and diagnostics.

HEALTHCARE DROPS AS A PERCENTAGE
OF TOTAL VENTURE INVESTMENT
Healthcare venture investment in biopharma and device companies accounted for 22 percent of all venture dollars invested in
2013. This is down from the eight-year average of about 27 percent. Still, healthcare remains a major driver of investment in the
venture industry (Exhibit 1).
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
Total VC Dollars ($B) $99 $38 $21 $19 $22 $23 $27 $31 $30 $20 $23 $28 $27 $30
% Biopharma 4% 9% 15% 19% 19% 16% 17% 17% 15% 19% 17% 17% 16% 15%
% Device 2% 5% 9% 8% 8% 10% 11% 12% 11% 13% 10% 10% 9% 7%
Source: PricewaterhouseCoopers and Silicon Valley Bank
% Device% BiopharmaTotal VC $
$50
$45
$40
$35
$30
$25
$20
$15
$10
$5
$0
20%
18%
16%
14%
12%
10%
8%
6%
4%
2%
0%
$Billions
2005
2004
2003
2002
2001
2000
2006
2007
2008
2009
2010
2011
2012
2013
$99
Exhibit 1: Healthcare as Percentage of Total Venture Investment
VENTURE FUNDRAISING AND
INVESTMENT DRIVE INNOVATION
Healthcare as a percentage of total venture investment
declined in 2013, but fundraising and investing are
stabilizing to drive innovation.

Many mezzanine and public funds provided equity financings
for later-stage, venture-backed companies to bolster the
balance sheet of companies preparing to go public. We think
many of these companies would have secured partnerships or
accepted M&A deals in the absence of readily available capital
influenced by the open IPO window. Those financings led to
the lofty company investment number in 2013.
We forecast slightly declining investments into venture-
backed healthcare companies in 2014 — specifically in
the second half of the year. The predicted drop is due
to fundraising and declining mezzanine financing. The
substantial venture funds raised between 2006 and
2008 are now fully invested and will not be available to
support existing portfolio companies. The current funding
environment is leading to less available venture capital in the
market. As long as the IPO window is open, it will influence
larger mezzanine financings in the private market. However,
the IPO climate is cyclical, and already we have seen the
market grow more discriminating, leading to our forecast of
fewer mezzanine financings.
We believe that some public investors and other momentum-
based investors will begin to withdraw as the IPO cycle runs
its course in late 2014 into 2015. We forecast that venture
investment will drop from the current $6.7 billion and level
off at $5-$5.5 billion in the next two to three years.
VENTURE FUNDRAISING AND
INVESTMENT STAY STRONG
As higher returns from M&A and IPOs flow back to investors,
and then to limited partners, healthcare venture fundraising
has rebounded since dismal 2010. Buoyed by more confident
limited partners and corporate venture, fundraising has
reached or exceeded $3.5 billion in each of the past three
years. A significant number of healthcare funds are raising
money in 2014, leading us to predict that fundraising levels
will stay the same or slightly increase over the next year.
As a result, the fear of a lack of venture dollars to support
healthcare innovation has abated for this cycle. Clearly, it is
much lower than the top of the previous cycle ($5-$8 billion),
but in our opinion, $3.5-$4 billion annually represents a
healthy level to support innovation. In fact, higher amounts
risk flooding the market with capital and creating too many
companies, which happened in the last cycle.
We think a key measure of ongoing sustainability is the
ratio of capital invested to capital raised. The ratio peaked
at three times in 2010, reflecting continued investment into
companies from existing funds, but underscoring the venture
fundraising drought of that year. In 2013, the ratio stood at
1.7 times, signaling
a more balanced
ecosystem that should
lead to sustainable
flows of investment in
the future (Exhibit 2).
We believe a healthy
ratio is between 1.3
and 1.6 times, although ratios can be slightly higher during
hot IPO markets such as we are experiencing. The fundraising
part of the ratio includes healthcare venture fundraising, but
does not track crossover and public investor capital, as well
as most corporate venture funds. These sources of capital
have increased over the past few years and help make up the
difference between venture fundraising and capital invested
into healthcare companies.
Investment into healthcare companies totaled $6.7 billion in
2013, about equal to the previous year. We predicted a drop
in investment, but had not accounted for such a strong IPO
environment in 2013.
HC $ InvestedHC $ Fundraised
Year refers to Vintage Year of Fund.
Source: PricewaterhouseCoopers, Thompson Reuters and SVB proprietary data
% OverfundedGap in Funding
$Billions
$10
$9
$8
$7
$6
$5
$4
$3
$2
$1
$0
2005
2006
2007
2008
2009
2010
2011
2012
2013
500%
400%
300%
200%
100%
0%
Exhibit 2: Healthcare Funding Gap:
Venture Dollars Invested and Raised
HEALTHCARE VENTURE
FUNDRAISING HAS EXCEEDED
$3.5 BILLION IN EACH OF THE
PAST 3 YEARS, A HEALTHY
LEVEL FOR INNOVATION.

TRENDS IN NEW
COMPANY FORMATION
BIOPHARMA: CORPORATE VENTURE BOLSTERS
EARLY-STAGE INNOVATION
Strong corporate venture interest in Series A deals is
bolstering early-stage innovation — a trend that began in 2012
— and is leading to stabilized Series A investment. Corporate
venture investors participated in 35 percent of Series A
biopharma financings in 2013 (Exhibit 3). Large biopharma
companies are essentially outsourcing early-stage R&D
by investing heavily in young venture-backed companies.
We predict that in 2014 corporate venture will continue to
participate in at least 30 percent of Series A equity rounds.
Corporate acquirers are feeding both ends of the innovation
equity spectrum — participating in Series A investment
through their corporate arms and also aggressively entering
the limited partner realm as key anchors for healthcare
venture funds. This signals that partnership and big exit M&A
with venture-backed companies will continue to fill the deal
pipeline for the foreseeable future.
Source: CB Insights, Pitchbook, VentureSource and SVB proprietary data
120
100
80
60
40
20
0
$1200
$1000
$800
$600
$400
$200
$0
#ofDeals
Total$Invested(M)
2005
2006
2008
2010
2011
2012
2013
2009
2007
VCCorporate VC in Syndicate Dollars Invested
Exhibit 3: Biopharma Company Creation: Deals and Investment in Series A
2005 2006 2007 2008 2009 2010 2011 2012 2013
CVC % 8% 14% 13% 18% 17% 12% 11% 30% 35%

DEVICE: MORE RISK MAKES INVESTMENT
LESS ATTRACTIVE
Investment in device Series A continues to lag significantly
compared to biopharma (Exhibit 4). However, 2013 saw a
slight increase in deals, a positive development compared to
the double-dip declines of 2009 and 2012.
There are several factors leading to the low number of
early-stage device investments: overall decline in device
venture investment, big exit M&A focus in later-stage device
companies and lack of corporate investment.
Less capital is going into this sector overall. In 2013, device
company investment represented only 7 percent of all venture
investment, the lowest percentage since 2001. However,
for those investors with capital to invest, later-stage device
companies, not Series A, are capturing attention. It is difficult
to attract capital to early-stage device opportunities when the
exit is likely further away and development and regulatory
risks are typically greater than in FDA-approved, later-stage
companies. (“FDA-approved” refers to a company with
FDA-approved product.) Big exits in device are concentrated
around FDA-approved, commercial-stage companies. As
a result, there is less capital available for new startup
companies. In stark contrast to corporate venture support
in early-stage biopharma, there has been limited corporate
capital available in device to build syndicates for Series A.
We believe this reluctance of venture and corporate venture
to support early- stage device investment is shortsighted and
will impede innovation. Later in the paper, we discuss the
emergence of angel investor syndicates (and anecdotal stories
of corporate support) stepping in to help fill the Series A gap
in device.
Source: CB Insights, Pitchbook, VentureSource and SVB proprietary data
100
80
60
40
20
0
$1000
$800
$600
$400
$200
$0
#ofDeals
Total$Invested(M)
Exhibit 4: Device Company Creation:
Deals and Investment in Series A
2005
2006
2008
2010
2011
2012
2013
2009
2007
VCCorporate VC in Syndicate Dollars Invested
2005 2006 2007 2008 2009 2010 2011 2012 2013
CVC % 8% 5% 8% 7% 5% 6% 4% 0% 10%
Early (Series A-B): 84% Late (Series C+): 16%
Source: CB Insights, PitchBook, VentureSource and SVB proprietary data
Novo
A/S
12
10
8
6
4
2
0
Third
RockOrbiM
edCanaan
M
PM
NEA
Sofinnova
M
S
Ventures
NovartisS.R.One
Pfizer
5AM
AltaAstellas
Osage
#ofDeals
Exhibit 5: Biopharma Top Investors:
New Money Investment (2012-2013)
WHERE IS THE NEW MONEY GOING?
We examined new venture equity investments (regardless
of round) into biopharma companies in 2012 and 2013.
Data from other sources show annual deployment of capital
by investors, but does not distinguish between ongoing
support of an existing portfolio company versus new equity
investments into a new portfolio company. Based on available
information, however, we created a unique dataset that shows
which firms are the most active new money investors over the
last two years (Exhibit 5).

BIOPHARMA: TOP INVESTORS ARE GETTING IN EARLY
Measuring the activity of the top new money investors in
the past two years, 84 percent of their investments were in
Series A or B financings. This should not be surprising. Series
A company creation has remained stable with venture and
corporate venture support. With the open IPO window, we have
seen crossover and public market investors, not venture funds,
come in to lead later-stage private rounds.
Oncology is the leading indication, attracting double the
number of new money investments compared to other
indications. The other top indications include target
generating platform (TGP), metabolic and ophthalmology. New
money deals in later-stage companies are focused on oncology
and metabolic (Exhibit 6).
The leading corporate venture investors in new money
biopharma investments include MS Ventures, Novartis,
Astellas, Pfizer, SR One, Amgen and JJDC (Exhibit 7).
Nearly 90 percent of top corporate investments are Series A
or B. In fact, more than half of these new investments were in
pre-clinical or Phase I companies (Exhibit 8).
*See investors in Exhibit 5
Oncology
30
25
20
15
10
5
0
TargetGenerating
Platform
M
etabolicOphthalm
ologyCardiovascular
CNS
Derm
atology
GIInflam
m
ation
#ofDeals
Exhibit 6: Biopharma Top Investors*: New Money
Investment by Indication and Stage (2012-2013)
Novartis
M
S
Ventures
8
7
6
5
4
3
2
1
0
S.R.One
Pfizer
Astellas
Am
gen
JJDC
Baxter
Roche
Celgene
M
edIm
m
une
Sanofi
Shire
Exhibit 7: Biopharma Top Corporate Investors:
New Money Investors by Stage (2012-2013)
#ofDeals
Data includes investments by investors with at least 3 deals
30
25
20
15
10
5
0
Pre-clinical
Phase
I
Phase
II
Phase
III
Exhibit 8: Biopharma Top Corporate Investors:
New Money Investment by Stage (2012-2013)
#ofDeals

DEVICE: NEW MONEY INVESTORS LAG
New money investors in device in the past two years have
been much less active than those in biopharma. The top
10 biopharma investors have made double the number of
investments of their counterparts in device.
In contrast to biopharma, which has seen an influx of new,
early-stage investments, device new money investments are
more evenly spread between early-stage (Series A and B) and
later-stage companies (Series C and later). Device corporate
support also lagged considerably. While eight different
biopharma corporates have invested in four or more new
deals in the previous two years, only one corporate (Boston
Scientific) has made a significant number of investments in
new device companies (Exhibit 9).
Top device indications include orthopedic, ophthalmology,
imaging/diagnostics, cardiovascular and surgical. Top 10
investors made early investments in ophthalmology and
cardiovascular, and later-stage investments in orthopedics,
surgical, neuro, aesthetics and uro/gyn (Exhibit 10). It is
interesting to note that cardiovascular attracted significant
early-stage investment, and the indication also had the
largest number of early-stage big exits among device
companies. (See page 20 for further discussion.)
NEA
Versant
Boston
Scientific
FletcherSpaght
DelphiVentures
OrbiM
ed
Abingw
orth
Vivo
Ventures
Hatteras
Ventures
Longitude
8
6
4
2
0
#ofDeals
ment (2012-2013)Exhibit 9: Device Top Investors: New Money Investment (2012-2013)
*See investors in Exhibit 9
Ophthalm
ology
6
5
4
3
2
1
0
Orthopedic
Surgical
Cardiovascular
Im
aging/
Diagnostics
Vascular
Aesthetic
Neuro
Uro/Gyn
#ofDeals
Exhibit 10: Device Top Investors*: New Money Investment by Indication and Stage (2012-2013)

HEALTHCARE BIG EXIT M&A
DIPS AS IPOS SURGE
The decline in Big Exit M&A is a function of the red-hot IPO
market, as companies spurn M&A offers and instead head to
the public markets.
IPOS TRIPLE AND POTENTIAL
RETURNS SOAR
Big exit M&A transactions in both biopharma and device
sectors are down (Exhibit 11). All told in 2013, there were 27
biopharma and device exits compared to 35 in 2012. Overall,
big exit total deal value declined in 2013 to about $7.1 billion,
down from $8.9 billion in 2012 and $9.0 billion in 2011.
In 2013, there were 37 venture-backed IPOs, up from 12
in 2012 and six in 2011. An IPO is not traditionally a full
“liquidity event” in venture-backed healthcare public
offerings, as most investors keep IPO shares until there is a
substantial value inflection point, and often these companies
must continue to raise capital in the public market.
However, based on the large number of IPOs and a significant
amount of distributions back to limited partners from the
liquidation of recent
IPO shares, we believe
these potential returns
should be used in
our liquidity analysis
to provide a more
accurate picture for the industry. Thus, we have adjusted our
methodology this year when calculating liquidity to reflect
potential value creation being generated from IPOs.
2005 2006 2007 2008 2009 2010 2011 2012 2013
Biopharma:
Big Exits
12 8 13 9 13 13 18 18 13
Biopharma:
VC-Backed IPOs
25 20 17 1 3 9 4 12 33
Device:
Big Exits
7 12 11 8 9 15 17 17 14
Device:
VC-Backed IPOs
7 9 4 1 0 3 3 1 4
Biopharma Big Exits Biopharma IPOs Device Big Exits Device IPOs
Source: VentureSource, investment bank reports, press releases and SVB proprietary
data
20062005 2007 2008 2009 2010 2011 2012 2013
35
30
25
20
15
10
5
0
#ofBigExits
Exhibit 11: Biopharma and Device:
Big Exit M&A and VC-Backed IPOs
2013 HAD 37 HEALTHCARE IPOS,
COMPARED TO 12 IN 2012.

*See Potential Distribution sidebar for methodology
Source: VentureSource, investment bank reports, press releases and SVB proprietary data
Big Exit Upfront Payments Big Exit Milestones to be Earned Pre-Money IPO Value
2005
2006
2008
2010
2011
2012
2013
2009
2007
$14
$12
$10
$8
$6
$4
$2
$0
TotalValue($Billion)
Exhibit 12: Biopharma and Device: Potential Distribution* from Big Exit M&A and VC-Backed IPOs
Using this new conservative calculation, we found that
in 2013 IPOs provided a potential $8.5 billion in returns
to investors. (See Potential Distribution sidebar for
methodology.) Combined with big exit M&A liquidity of $4
billion, the 2013 total deal valuation reached $12.5 billion,
double the best performing year since we started tracking
this data in 2005 (Exhibit 12). This is one reason for the
resurgence of venture fundraising since 2012 — real returns
are coming back to limited partners, and write-ups in
public liquidity help TVPI, or Total Value to Paid-In Capital,
a key performance measure used by limited partners and
venture funds.
BIOPHARMA: BIG EXIT M&A
ACTIVITY REACHES
RECORD VALUATIONS
The average total deal value from the 13 biopharma big exits
reached $549 million in 2013, the highest dollar amount
since we started keeping records of big exits in 2005. This
marks the third consecutive year that total average deal
values reached $490 million or higher.
The number of biopharma big exits declined from 18
each in 2011 and 2012 to 13 in 2013. We predicted this
drop in last year’s report. The lower number of exits is a
function of the strong IPO market in 2013 when 33 venture-
backed biopharma companies went public. A number of
other biopharma companies raised mezzanine rounds in
anticipation of going public in 2014. Some companies that
completed IPOs or raised mezzanine rounds could have
accepted viable M&A offers, but instead opted to leverage the
public markets and continue development.
HOW WE CALCULATE
POTENTIAL DISTRIBUTION
TO INVESTORS
We focused specifically on returns back to venture
investors, assuming that these investors own about
75 percent of companies that exit or go public. We
calculated big exit upfront payments assuming 75
percent venture ownership at the time of sale and
discounted all milestone payments to 25 percent.
For IPOs, we calculated the last private valuation
before raising money in the public market (pre-
money IPO value) and based potential returns on
75 percent venture ownership. We think this is a
conservative calculation, as IPOs raise significant
capital that is not factored into this equation, and
many IPO shares have traded up substantially after
going public.

Once trading in the public market, access to capital is much
easier, allowing a company to develop its assets and ideally
create additional value. Risk, of course, lies in determining
whether going public will provide better returns than private
M&A. Regardless, the strong IPO market presents financing
alternatives to many venture-backed biopharma companies.
BIOPHARMA: STRUCTURED DEALS CONTINUE WITH
HIGHER UPFRONT PAYMENTS
The impact of an open IPO window was also reflected in
big exit upfront deal value. In our analysis last year, we
noted that upfront deal size and percentage in structured
transactions would rebound based on a strong IPO market.
That prediction proved correct. The average upfront deal
size in 2013 was $349 million, the highest level since the
structured deal era began five years ago (Exhibit 13).
(See Structured Deal sidebar.)
In 2012, the upfront percentage of a structured deal had
dropped to 37 percent from 52 percent in 2011. But 2013 saw
a rebound to 50 percent. The more lucrative upfront deals
meant that the 13 exits recorded in 2013 returned more
upfront money to investors than the 18 exits did in 2012.
The number of venture-backed biopharma IPOs in 2014 has
exceeded the total for 2013, but will decline over the second
half of the year. In turn, that will lead to an increase in big
exit M&A activity, as fewer companies will be able to go
public.
2005 2006 2007 2008 2009 2010 2011 2012 2013
Total Number
of Exits
12 8 13 9 13 13 18 18 13
Average Deal All-In
+ Upfront ($M)
222 380 442 209 222 173 311 216 349
Average Deal
All-In + Upfront
w/ Milestones ($M)
226 405 459 290 442 374 499 493 549
No. of
Structured Deals
1 2 2 3 11 10 13 14 10
% Upfront in
Structured Deals
80% 71% 78% 33% 45% 42% 52% 37% 50%
Exhibit 13: Biopharma: Big Exit M&A Overview
THE LEGACY OF THE
STRUCTURED DEAL
In response to the sluggish venture capital
environment in 2008-2009, the structured deal
became a popular form of M&A, particularly
for biopharma. Acquirers had seen some very
large, early-stage M&A deals fail in subsequent
clinical stages. Finding no appetite for IPOs and
flagging venture support, companies struggled
for financing. Acquirers were in a strong position
to set deal terms and they often required a pay-
for-performance system that paid some of the
consideration upfront, but set milestones in
development that must be achieved before the full
value of the transaction would be realized.

DEVICE: BIG EXIT M&A ACTIVITY
DECLINES BUT VALUES INCREASE
The number of device big exits dropped from 17 to 14 in 2013,
the lowest number in four years. Still, that number is higher
than any exit year between 2005 and 2009. Although the
number of exits decreased, values actually went up compared
to the previous two years (Exhibit 14).
In contrast to biopharma, the trend of fewer structured deals
continued, with 10 of 14 deals paying the total value at the
close of the transaction (no milestones). Of the structured
deals with milestones, a much higher percentage is paid
upfront in device (63 percent). The upfront big exit dollar
average was $189 million, with a total average deal value of
$231 million — both marking three-year highs.
The IPO market remains difficult to navigate for device as a
successful IPO requires substantial revenues and profitability
in sight. That leaves M&A as essentially the only alternative
for liquidity. There is no optionality driving deal value. So
why did device big exit values go up in 2013? We believe that
the emergence of diagnostics as a major exit category is one
reason, as explained later in the device sector analysis.
Generally, device activity has been difficult to predict.
However, we think deal values in 2014 should be similar to
2013, with the number of big exits expected to be 14 or higher.
2005 2006 2007 2008 2009 2010 2011 2012 2013
Total Number
of Exits
7 12 11 8 9 15 17 17 14
Average Deal All-In
+ Upfront ($M)
85 144 194 169 351 207 186 123 189
Average Deal
All-In + Upfront
w/ Milestones ($M)
107 153 234 190 434 334 212 163 231
No. of
Structured Deals
3 2 4 1 5 9 3 8 5
% Upfront in
Structured Deals
61% 64% 56% 46% 66% 61% 59% 70% 63%
Exhibit 14: Device: Big Exit M&A Overview

BIG EXIT M&A ACTIVITY
SHIFTS TO LATER-STAGE
Since 2009, Phase II has led all big exits, followed closely by
commercial-stage and Phase I (Exhibit 16). In the last few
years, there has been a noticeable shift in the direction of big
exit M&A activity from early-stage to the later-stage.
Phase I and pre-clinical exits have declined, while Phase III
and commercial-stage have risen. In 2013, the trend toward
later-stage continued, with six of 13 exits occurring at Phase
III or commercial-stage. Those two stages accounted for about
half of all big exits over the last two years.
BIOPHARMA ANALYSIS:
WHAT’S HOT, WHAT’S NOT
The hot IPO market for early-stage biopharma companies
shifts M&A activity to later-stage companies.
ONCOLOGY IS THE
DARLING OF BIG EXITS
In line with current venture and corporate venture investment
focus, oncology continues to be the darling of biopharma
big exits (Exhibit 15). In 2013, oncology netted five out of 13
big exits, the highest percentage (38 percent) in any single
indication since we started tracking this data in 2005.
Since the beginning of the structured deal era in 2009,
oncology has led big exits every year but 2012.
Source: Investment bank reports, press releases and SVB proprietary data
25
20
15
10
5
0
Pre-clinical
Phase
I
Phase
II
Phase
III
Com
m
ercial
#ofBigExits
Exhibit 16: Biopharma:
Big Exit M&A by Stage (2009-2013)
Pre-clinical Phase I Phase II Phase III Commercial
Oncology
5
4
3
2
1
0
Anti-infectives
Respiratory
Cardiovascular
Ophthalm
ology
Renal
Uro/Gyn
2013 Big Exit M&A by Indication and Stage
#ofBigExits

Represents 1 IPO
2009
18
16
14
12
10
8
6
4
2
0
2010 2011 2012 2013
#ofBigExits
Exhibit 18: Biopharma: Big Exit M&A and VC-Backed IPOs by Stage and Year
What is driving this shift?
‣‣ Early-stage venture financing became more difficult as a
result of the economic downturn. From 2008-2011, many
venture investors switched their focus to invest in later-
stage companies with less development risk. Today, these
later clinical stage spin-outs and/or specialty pharma
companies are transacting.
‣‣ Not all investors shifted away from early-stage investing.
A number of players continued to support pre-clinical
assets. However, instead of generating big exits, a number
of early-stage companies are leveraging the healthy
appetite of public investors by completing IPOs. In 2013,
we saw a significant number of early-stage IPOs. In nine of
these IPOs, the most advanced asset had only reached
pre-clinical or Phase I.
‣‣ These early-stage IPOs are in their traditional big exit zone.
Big exits average about five to six years from the close of
their Series A round. The pre-clinical and Phase I IPOs
averaged just 5.4 years from the close of their Series A
round. In comparison, other venture-backed IPOs in later
stages averaged nine years.
‣‣ The take-away is that pre-clinical and Phase I companies
are going public at very attractive valuations instead of
accepting M&A bids. Thus, acquirers are not ignoring early-
stage companies, instead these companies are spurning big
exits and opting for the public market.
COMPANIES CHOOSE IPO ROUTE
INSTEAD OF M&A
We identified several interesting trends when factoring in IPO
activity (Exhibit 18).
From 2009 to 2011, six of the 11 oncology exits were early-
stage, having completed Phase I trials at the time of exit.
In the last two years, just three of eight were pre-clinical or
Phase I.
Oncology acquirer activity might appear to be shifting to
later-stage companies, but we know from the IPO data that
early-stage companies continue to attract high interest. Of 14
oncology IPOs over the last two years, eight of those were pre-
clinical or Phase I. The IPO window has allowed early-stage
oncology companies to reject acquirer interest and instead
enter the public market.
9
8
7
6
5
4
3
2
1
0
#ofBigExits
2005
2007
2009
2011
2013
2005
2007
2009
2011
2013
2005
2007
2009
2011
2013
2005
2007
2009
2011
2013
2005
2007
2009
2011
2013
Big Exit M&A by Stage and Year

Source: Investment bank reports and press releases
Pre-Clinical Phase I Phase II Phase III Commercial
Big Exit IPO Big Exit IPO Big Exit IPO Big Exit IPO Big Exit IPO
ONCOLOGY
2009 3 1
2010 1 1
2011 2 3 1 1
2012 1 1 1 2 1
2013 1 1 1 6 2 4 1
Total 1 2 8 6 6 5 2 3 2 0
RESPIRATORY
2009 1
2010 1 2
2011 1
2012 1 1
2013 1 1 1
Total 0 0 3 0 4 1 0 0 2 0
ANTI-INFECTIVES
2009 1 2
2010
2011
2012 2
2013 1 1 3
Total 0 0 2 0 3 0 0 5 0 0
CNS
2009
2010 2 2
2011 1 2 1
2012 1 1 1 2
2013 1
Total 1 0 0 0 1 2 3 2 3 2
CARDIOVASCULAR
2009 1
2010 1
2011 1
2012 1 2
2013 1 2 1
Total 0 0 1 0 2 1 0 2 4 0
Exhibit 19: Biopharma: Big Exit M&A and IPOs by Top Indication
TRENDS EMERGE AMONG OTHER TOP INDICATIONS
The other top indications show interesting trends (Exhibit 19):
‣‣ Respiratory has had a big exit every year, and trended
later-stage in 2013.
‣‣ CNS had substantial IPO and big exit activity between 2010
and 2012, with more deals focused later-stage. It is odd that
with a wide open IPO window, not a single CNS company
had a big exit in 2013, and only one IPO. We think that is an
aberration, as CNS continues to have strong public and M&A
acquirer interest.
‣‣ Cardiovascular has had an exit in every year since 2009,
and those tend to be later-stage. Cardiovascular activity
has accelerated in 2012 and in 2013 we saw significant
IPO activity.
‣‣ Anti-infectives had three big exits in 2009, then not a
single one until 2013. However, there has been significant
IPO activity in anti-infectives in the past two years, trailing
only oncology in total number of IPOs.

Oncology
CNS
Target
Generating
Platform
Respiratory
Anti-Infectives
Ophthalmology
Dermatology
Auto-immune
Other
Cardiovascular
Metabolic
Renal
Aesthetics
AstraZeneca/MedImmune 2 1 1 4
Gilead Sciences, Inc. 1 2 1 4
Amgen Inc. 1 1 1 3
GlaxoSmithKline 1 1 1 3
Johnson & Johnson 1 1 1 3
Pfizer, Inc. 2 1 3
Sanofi 2 1 3
Shire US, Inc. 1 1 1 3
The Medicines Company 1 1 1 3
Alexion Pharmaceuticals 1 1 2
Allergan 1 1 1 3
Celgene Corp. 2 2
Cephalon, Inc. 1 1 2
Eli Lilly and Company 1 1 2
Takeda Pharmaceutical 1 1 2
12 5 5 3 4 2 2 2 2 1 2 1 1 42
*Companies with a minimum of two big exits
Source: Press releases and SVB proprietary data
Exhibit 20: Biopharma: Top Big Exit M&A Acquirers (2009-2013)
LARGE CORPORATES
INCREASE ACQUISITIONS
Big biopharma as a group has become more acquisitive over
time. Since 2009, nine out of the top 15 acquirers have bought
at least three venture-backed companies (Exhibit 20).
Not surprisingly, acquirers use different strategies for these
big exits. Though the structured deal era continues, some
acquirers still make full payment at the close of the deal,
known as all-in deals. For example, GlaxoSmithKline (GSK)
paid all-in for its three big exit acquisitions, and Amgen paid
all-in for two of its three deals.
Acquiring companies that paid the least for big exit
acquisitions (total deal value) were GSK, Takeda, The
Medicines Co. and Gilead. Acquirers who paid the most were
Celgene, AZ, Alexion and Lilly.

DEVICE ANALYSIS:
WHAT’S HOT, WHAT’S NOT
A funding drought threatens company creation, but a glimmer
of new investor interest in early-stage innovation appears.
IMAGING/DIAGNOSTICS PUSHES
UP BIG EXIT M&A VALUES
In 2013, imaging/diagnostics and vascular led with four exits
each (Exhibit 21). Imaging/diagnostics is primarily responsible
for the uptick in deal value, as the four big exits averaged
$250 million upfront and $276 million including milestones —
both figures well above the sector average (Exhibit 22).
FDA-approved CE Mark Non-approved
2009
20
15
10
5
0
2010
2011
2012
2013
#ofBigExits
Exhibit 22: Device: Big Exit M&A (2009-2013)
Im
aging/
Diagnostics
4
3
2
1
0
Vascular
Cardiovascular
Surgical
Orthopedics
Ophthalm
ology
Exhibit 21: Device: 2013 Big Exit M&A
#ofBigExits

Top 3 Acquirers All Other Acquirers
Non-
approved
21%
Non-
approved
13%
FDA-approved
47%
FDA-approved
76%CE Mark
32%
CE Mark
11%
Exhibit 23: Device:
Big Exit M&A by Stage and Acquirer (2009-2013)
BUCKING CONVENTION,
FDA APPROVAL NOT
NECESSARY FOR EXIT
The common perception is that companies need to have
FDA-approved product and be at the commercialization stage
before they can attract an acquirer. Since 2009, this generally
has been the case, with about 70 percent of all big exits FDA-
approved. CE Mark (a designation less difficult to obtain than
FDA approval) and development-stage companies typically
yield far fewer exits. However, we find that the most active
acquirers don’t necessarily follow this trend.
Since 2009, the top three device acquirers (Boston Scientific,
Medtronic and Bard) have acquired FDA-approved companies
nearly 50 percent of the time. The rest of their transactions
were split between CE Mark (32 percent) and development-
stage (21 percent). This analysis upends conventional
thinking, and means earlier-stage companies without FDA-
approved product in some cases can successfully reach a big
exit (Exhibit 23).

Digging deeper, we find:
‣‣ Early-stage cardiovascular and vascular companies tend
to fall in this category. Of 11 cardiovascular big exits since
2009, seven have been CE Mark, two development-stage and
only two FDA-approved acquisitions (Exhibit 24).
‣‣ Vascular, however, tends to be later-stage overall. Of 12 big
exits, four had CE Mark products, one was in development-
stage and seven were FDA-approved. However, three of the
four vascular companies bought by the big three acquirers
were CE Mark, not FDA-approved.
‣‣ Among other indications — imaging/diagnostics, tools and
surgical — the acquired companies were primarily at FDA-
approved/commercial-stage, though the sample size is small.
*Upfront Multiples on Invested Venture Capital
Source: Venture Source, Press releases and SVB proprietary data
0-1.0x 1.1-2.0x 2.1-4.0x 4.1-7.0x 7.1-10.0x >10.1x Grand Total
IMAGING/
DIAGNOSTICS
FDA-Approved 1 2 3 2 1 1 10
CE Mark
Non-Approved 1 1 2
Total 1 2 4 3 1 1 12
CARDIOVASCULAR
FDA-Approved 2 2
CE Mark 1 2 2 1 1 7
Non-Approved 1 1 2
Total 1 4 3 1 1 1 11
SURGICAL
FDA-Approved 1 1 4 1 7
CE Mark
Non-Approved 1 1
Total 1 1 5 1 0 0 8
VASCULAR
FDA-Approved 1 2 2 1 1 7
CE Mark 3 1 4
Non-Approved 1 1
Total 1 2 5 1 2 1 12
TOOLS
FDA-Approved 3 1 1 1 6
CE Mark
Non-Approved 1 1
Total 0 3 1 1 1 1 7
Exhibit 24: Device: Big Exit M&A Deal Value by Top Indication and Stage (2009-2013)

ANGEL INVESTORS AND SMALLER
FUNDS FILL DEVICE FUNDING GAP
Since 2009, the data has shown a decrease in Series A deals and
dollars around early-stage device companies. Still, our feeling is
that innovation finds a way. There are still large markets left for
both iterative products and big market innovation.
The early-stage funding gap will be made up partly through
surviving early-stage device venture investors, but even more
significantly through individual angel investment, family
offices and small funds.
These investments are not just small bridge amounts to reach
a true venture financing. Rather they are substantial amounts
of $2-$5 million, or more, that will allow the company to
reach a significant value creation milestone, with the goal
of yielding either a
strategic transaction or
a substantial venture
financing. These
companies are learning
how to operate lean.
True development-
stage companies operate virtually, staffed with a general
manager and vice president of research and development
and then leveraging skilled consultants for other roles. We
have seen very early-stage device companies significantly
decreasing their cash burn rate over the last few years.
MORE CAPITAL FLOW IS NEEDED
BUT TIDE MAY BE TURNING
The drop in Series A funding is also impacting professional
development of a new generation of device entrepreneurs.
Potential entrepreneurs remain at top later-stage companies
instead of going out on their own and raising money for new
ventures. Retaining these leaders is beneficial to the top
companies, as they develop very strong and deeply talented
executive teams. But without development of a new crop of
risk-takers, innovation is stifled. For a healthy ecosystem,
more capital is necessary for early-stage device to create a
pipeline for the next generation of talented entrepreneurs.
There are signs that device is starting to mimic what occurred
in biopharma venture a few years ago. We have noticed an
increase in venture fund syndication around early-stage device
investments. This draws investment into new ideas for big
markets, as larger syndicates help diminish financing risk.
In 2010, we saw a similar trend in biopharma venture
investing, which foreshadowed the shift by corporate venture
investors to support early-stage biopharma companies. In
that scenario, corporate ventures feared the best deals would
be snapped up quickly by larger syndicates, shutting them
out of funding opportunities in later rounds. To prevent that,
corporate venture started to invest much earlier, joining large
syndicates in early-stage innovation. Certainly this would be a
welcome turn of events for device companies. Anecdotally, we
have seen new corporate interest in Series A device rounds,
although a number of these financings have not yet been
made public.
RECENTLY THERE IS MORE
CORPORATE INTEREST IN
SERIES A DEVICE ROUNDS.

2013 was a wild ride. Built on solid healthcare M&A activity
over the last few years, the venture industry continued
to see momentum in this up-cycle. A burst of IPO activity
drew significant global interest to the sector and provided a
spectacular year for investors. Potential returns from big exits
and IPOs were double any year since we started to track this
data in 2005. Across the board, big exit M&A deal values were
up, although the number of transactions dipped slightly.
We predict healthy access to capital in 2014 and into 2015.
The number of venture-backed healthcare IPOs in 2014 has
exceeded the total for 2013, but will decline over the second
half of the year. The cooling interest in IPOs will lead to an
increase in big exit M&A activity, as fewer companies will be
able to go public. Corporate venture interest in investing in
early-stage venture-backed companies will remain strong in
biopharma and start to emerge in the device sector. While
predictions are difficult in fast-changing marketplaces, the
next few years should continue to provide solid returns to
venture healthcare investors.
HEALTHCARE VENTURE WILL
CONTINUE TO SEE STRONG RETURNS

GLOSSARY
Big Exit
Big exits are defined as private, venture-backed merger and acquisition transactions in which the upfront payment is $75
million or higher for biopharma deals and $50 million or higher for device deals.
Initial Public Offering
IPOs include venture-capital backed IPOs only.
Deal Descriptions:
—— All-in
This is a deal in which the total value is paid at the close of the transaction.
—— Structured Deal
This is a-pay-for-performance system that pays some of the consideration upfront, but sets milestones in development that
must be achieved before the full value of the transaction will be realized.
—— M&A Upfront Payment
The upfront payment refers to payments in a structured deal that are made at the close of the deal –
it does not include milestones.
—— M&A Milestones to be Earned
The milestones to be earned refer to payments in a structured deal that are made after pre-determined goals are met.
—— Total Deal Value
The total deal value of a structured deal includes both the upfront payment and the milestones to be earned.
New Money Investor
New money investor is a new investor into a particular company.
Regulatory Definitions:
—— Non-approved
Non-approved refers to a company that has no regulatory approval for its product.
—— CE Mark
CE Mark refers to a company that has a CE Mark-only product. CE Mark is a European Union designation that is less
difficult to obtain than FDA approval, and the approval process typically has a faster time line.
—— FDA-approved
FDA-approved refers to a company that has an FDA-approved product, and typically is in commercial stage.
Series A
Series A companies are defined as those raising at least $2 million in equity.

ABOUT SILICON VALLEY BANK
Silicon Valley Bank is the premier bank for technology, life science, cleantech,
venture capital, private equity and premium wine businesses. SVB provides
industry knowledge and connections, financing, treasury management, corporate
investment and international banking services to its clients worldwide through 28
U.S. offices and seven international operations. (Nasdaq: SIVB)
www.svb.com
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Santa Clara, ca 95054
t 408 654 7400
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©2013 SVB Financial Group. All rights reserved. Silicon Valley Bank is a member of FDIC and Federal Reserve System.
SVB>, SVB>Find a way, SVB Financial Group, and Silicon Valley Bank are registered trademarks. B-13-12950 Rev. 07-23-2014

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