linkedin analyst report

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Please refer to pages 24 to 27 for Important Disclosures, including the Analyst's Certification. Linkedln (LNKD-NYSE) Stock Rating: Outperform Industry Rating: Market Perform June 10, 2014 Daniel Salmon / Jeffrey M. Silber BMO Capital Markets Corp. 212-885-4029 / 212-885-4063 [email protected] / [email protected] Nirav Modi / Henry Sou Chien BMO Capital Markets Corp. 212-885-4035 / 212-885-4138 [email protected] / [email protected] The Market Sizing Report Event In this report, we lay out a framework for investors to evaluate five current and potential revenue opportunities: 1) Talent Solutions, 2) the upcoming standalone Sales Solutions, 3) Marketing Solutions, 4) potential long-term Student Solutions, and 5) China. We break down each opportunity into several basic views: 1) an estimate of LinkedIn’s operations today, 2) the total addressable market (TAM), and 3) a bear-base-bull assessment of where LinkedIn’s revenue could be in five years. These 2019 figures are then applied to a set of bear-base- bull DCFs to derive a range of stock values. Impact & Analysis Positive. The bear-base-bull revenue scenarios arrive at LNKD share values of $76, $250, and $425 when input into our expanded DCF model and having EBITDA margin and FCF conversion estimates applied to them. Our analysis suggests a total addressable market of approximately $9 billion in emerging sales/student/China opportunities, while we estimate global B2B marketing spending of ~$59 billion; this is all incremental to the $27 billion market opportunity the company has identified for Talent Solutions. Our five-year/2019 bear-base-bull cases offer the following ranges for LinkedIn: 1) total registered members of 571/684/791 million 2) global LinkedIn corporate solutions (LCS) customer counts of 50,600/64,218/94,000; 3) Talent Solutions revenue of $3.8/$5.8/$11.3 billion; 4) potential Sales Solutions revenue of $400 million/$1.1 billion/$1.3 billion; 5) Marketing Solutions revenue of $890 million/$1.5 billion/$3.6 billion (using a B2B marketing focus; we also present a view based on native advertising); 6) potential Student Solutions revenue of $465 million/$885 million/$1.5 billion, and; 7) potential Chinese revenue of $445 million/$1.3 billion/$3.0 billion five years from now. Valuation & Recommendation Our price target remains $250 and implies 1.9x 2015 non-GAAP PEG ratio and 37.3x 2015 adjusted EBITDA. Price (9-Jun) $156.39 52-Week High $257.56 Target Price $250.00 52-Week Low $136.02 50 100 150 200 250 0.0 0.5 1.0 1.5 2.0 LINKEDIN CORP (LNKD) Price: High,Low,Close(US$) Earnings/Share(US$) 0 100 200 0 100 200 Volume (mln) 2011 2012 2013 2014 0 200 400 0 200 400 LNKD Relative to S&P 500 Last Data Point: June 6, 2014 (FY-Dec.) 2012A 2013A 2014E 2015E EPS $0.89 $1.62 $1.74 $2.62 P/E 89.9x 59.7x CFPS $0.88 $1.02 $1.22 $2.61 P/CFPS nm 59.9x Rev. ($mm) $972 $1,529 $2,084 $2,821 EV ($mm) $11,017 $19,826 $19,043 $19,085 EBITDA ($mm) $223 $376 $514 $806 EV/EBITDA 49.4x 52.7x 37.0x 23.7x Quarterly EPS Q1 Q2 Q3 Q4 2012A $0.15 $0.16 $0.22 $0.35 2013A $0.45 $0.38 $0.39 $0.39 2014E $0.38a $0.40 $0.42 $0.54 Dividend $0.00 Yield 0.0% Book Value $21.22 Price/Book 7.4x Shares O/S (mm) 124.9 Mkt. Cap (mm) $19,533 Float O/S (mm) 100.5 Float Cap (mm) $15,714 Wkly Vol (000s) 12,038 Wkly $ Vol (mm) $2,424 Net Debt ($mm) -$509 Next Rep. Date na Notes: All values in US$ Major Shareholders: First Call Mean Estimates: LINKEDIN CORP (US$) 2014E: $1.65; 2015E: $2.50

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An interesting equity report about LinkedIn

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Page 1: LinkedIn Analyst Report

Please refer to pages 24 to 27 for Important Disclosures, including the Analyst's Certification.

Linkedln (LNKD-NYSE) Stock Rating: OutperformIndustry Rating: Market Perform

June 10, 2014 Daniel Salmon / Jeffrey M. Silber BMO Capital Markets Corp. 212-885-4029 / 212-885-4063 [email protected] / [email protected] Nirav Modi / Henry Sou Chien BMO Capital Markets Corp. 212-885-4035 / 212-885-4138 [email protected] / [email protected]

The Market Sizing Report

Event In this report, we lay out a framework for investors to evaluate five current and

potential revenue opportunities: 1) Talent Solutions, 2) the upcoming standalone

Sales Solutions, 3) Marketing Solutions, 4) potential long-term Student

Solutions, and 5) China. We break down each opportunity into several basic

views: 1) an estimate of LinkedIn’s operations today, 2) the total addressable

market (TAM), and 3) a bear-base-bull assessment of where LinkedIn’s revenue

could be in five years. These 2019 figures are then applied to a set of bear-base-

bull DCFs to derive a range of stock values.

Impact & Analysis Positive. The bear-base-bull revenue scenarios arrive at LNKD share values of

$76, $250, and $425 when input into our expanded DCF model and having

EBITDA margin and FCF conversion estimates applied to them. Our analysis

suggests a total addressable market of approximately $9 billion in emerging

sales/student/China opportunities, while we estimate global B2B marketing

spending of ~$59 billion; this is all incremental to the $27 billion market

opportunity the company has identified for Talent Solutions. Our five-year/2019

bear-base-bull cases offer the following ranges for LinkedIn: 1) total registered

members of 571/684/791 million 2) global LinkedIn corporate solutions (LCS)

customer counts of 50,600/64,218/94,000; 3) Talent Solutions revenue of

$3.8/$5.8/$11.3 billion; 4) potential Sales Solutions revenue of $400

million/$1.1 billion/$1.3 billion; 5) Marketing Solutions revenue of $890

million/$1.5 billion/$3.6 billion (using a B2B marketing focus; we also present a

view based on native advertising); 6) potential Student Solutions revenue of

$465 million/$885 million/$1.5 billion, and; 7) potential Chinese revenue of

$445 million/$1.3 billion/$3.0 billion five years from now.

Valuation & Recommendation Our price target remains $250 and implies 1.9x 2015 non-GAAP PEG ratio and

37.3x 2015 adjusted EBITDA.

Price (9-Jun) $156.39 52-Week High $257.56 Target Price $250.00 52-Week Low $136.02

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LINKEDIN CORP (LNKD)Price: High,Low,Close(US$) Earnings/Share(US$)

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(FY-Dec.) 2012A 2013A 2014E 2015E EPS $0.89 $1.62 $1.74 $2.62 P/E 89.9x 59.7x CFPS $0.88 $1.02 $1.22 $2.61 P/CFPS nm 59.9x Rev. ($mm) $972 $1,529 $2,084 $2,821 EV ($mm) $11,017 $19,826 $19,043 $19,085 EBITDA ($mm) $223 $376 $514 $806 EV/EBITDA 49.4x 52.7x 37.0x 23.7x Quarterly EPS Q1 Q2 Q3 Q4 2012A $0.15 $0.16 $0.22 $0.35 2013A $0.45 $0.38 $0.39 $0.39 2014E $0.38a $0.40 $0.42 $0.54 Dividend $0.00 Yield 0.0% Book Value $21.22 Price/Book 7.4x Shares O/S (mm) 124.9 Mkt. Cap (mm) $19,533 Float O/S (mm) 100.5 Float Cap (mm) $15,714 Wkly Vol (000s) 12,038 Wkly $ Vol (mm) $2,424 Net Debt ($mm) -$509 Next Rep. Date na

Notes: All values in US$ Major Shareholders: First Call Mean Estimates: LINKEDIN CORP (US$) 2014E: $1.65; 2015E: $2.50

Page 2: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 2 June 10, 2014

Introduction

Although most investors remain focused on LinkedIn’s slowing corporate customer

growth, we continue to see new stories emerging. These are primarily focused on:

a) The launch of the standalone Sales Solutions platform in 2H14.

b) The new operation in China, and;

c) And a nascent opportunity in the student market.

In this report, we attempt quantity these opportunities as well as Talent Solutions and

Marketing Solutions. We offer investors a framework with five different views of LinkedIn’s opportunities:

1) An estimate of LinkedIn’s operations at year-end 2014. For some opportunities (like the student market or China) there is essentially zero revenue at the moment. For others – like Talent Solutions – we lay out a more detailed derivation than what is normally in our model.

2) An estimate of LinkedIn’s total addressable market (TAM) today. LinkedIn management has laid out a market size estimate for Talent Solutions (~$27 billion) and there are various industry estimates available to help gauge the Marketing Solutions opportunity. We break down these market sizes in more detail and also take a shot at the opportunity for Sales Solutions, as well as the nascent China and student market opportunities.

3) Bear, base, and bull cases for a five year outlook. We offer a range of potential outcomes for where these revenues could be in five years (i.e. roughly 2019), but note that particularly for China and the student market, precise timelines remain unclear as LinkedIn is just initially exploring opportunities in both areas.

Before tackling the revenue opportunities we first scope out the basic components of

LinkedIn’s business: its total registered members and corporate solutions clients. This is followed by the five revenue analyses and we complete the report by applying our five-year bear, base, and bull revenue cases to our expanded DCF analysis in order to determine our $76-$250-$425 set of share prices.

A) Total Registered Members

New member growth should come from expansion into international markets and students. At 100 million registered users in the US, LinkedIn is approaching full penetration of the knowledge workers in this country, with incremental growth coming from semi-skilled workers. We do not expect LinkedIn to reach the scale of more broad social media properties like Facebook, due its professional orientation, but we do see untapped potential for growth internationally (especially China) and with both high school and post-secondary students.

Page 3: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 3 June 10, 2014

Exhibit 1. Current and Potential Registered Users YE2014 5 Year Outlook

figures in millions LNKD Ests. TAM Bear Base Bull

Global population 7,163 7,163 7,306 7,414 7,521

Global workforce 3,300 3,300 3,288 3,559 3,761

Workforce as % of total population 46.1% 46.1% 45.0% 48.0% 50.0%

Knowledge workers 313 600 511 593 677

Knowledge workforce as % of total population 4.4% 8.4% 7.0% 8.0% 9.0%

Estimated Higher Ed students 46 180 60 91 114Students as % of total population 0.6% 2.5% 0.8% 1.2% 1.5%

Estimated Global Knowledge Workers + Students 360 780 571 684 791

LinkedIn addressable market % of total population 5.0% 10.9% 7.8% 9.2% 10.5%

YE2014 5 Year Outlook

figures in millions LNKD Ests. TAM Bear Base Bull

U.S. population 318 318 321 325 330

U.S. workforce 155 155 154 159 165

Workforce as % of total population 48.9% 48.9% 48.0% 49.0% 50.0%

Knowledge workers 89 105 93 101 112

Knowledge workforce as % of total population 28.1% 33.0% 29.0% 31.0% 34.0%

Estimated Higher Ed students 19 22 19 20 21

Students as % of total population 5.9% 6.8% 6.0% 6.2% 6.3%

Estimated US Knowledge Workers + Students 108 127 112 121 133

LinkedIn addressable market % of total population 33.9% 39.8% 35.0% 37.2% 40.3%

Source: U.S. Census Bureau (http://www.census.gov/population/international/index.html), RI Department of Labor and Training (http://www.dlt.ri.gov/lmi/laus/us/usadj.htm), Bureau of Labor Statistics (http://www.bls.gov/oes/2012/may/oes_research_estimates_2012.htm), company reports and BMO Capital Markets estimates.

B) LinkedIn Corporate Solutions Clients

Herein lies where so much investor concern is focused today. LinkedIn’s primary target is large companies with over 500 employees, and it also has small and midsize businesses (SMBs) with less than 500 employees on its radar screen too. Ascertaining the total number of businesses across the globe is as much art as science as consistent records of registered businesses outside the United States are challenging. But LinkedIn management has noted that they see 50,000-100,000 businesses to target globally with over 500 employees (including around 20,000 in the US) and roughly 100,000-150,000 globally with less than 500 employees (including 50,000 in the US). We’d note that these estimates are very conservative relative to International Finance Corporation’s 2005 estimate for ~42 million registered businesses worldwide, though obviously a great many of these are outside of LinkedIn’s sweet spot for white-collar businesses.

Page 4: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 4 June 10, 2014

Exhibit 2. Current and Potential Corporate Solutions Customers YE2014 5 Year Outlook

LinkedIn Corporate Solutions (LCS) Customers LNKD Ests. TAM Bear Base Bull

Number of global registered businesses (in millions) 46.2 46.2 44.0 46.2 47.0

% penetration 0.06% 0.43% 0.12% 0.14% 0.20%

Global LCS customers 29,071 198,464 50,600 64,218 94,000

Number of US registered businesses (in millions) 5.7 5.7 5.5 5.7 5.8

% penetration 0.2% 1.1% 0.3% 0.4% 0.7%

Estimated US LCS customers 11,312 59,954 13,750 22,800 40,600

Estimated Rest of World LCS customers 17,759 138,510 36,850 41,418 53,400

Source: International Finance Corporation's micro small and medium-size enterprises database (http://www.econstats.com/wdi/wdiv_494.htm), company reports and BMO Capital Markets estimates.

Revenue Opportunities

1) Talent Solutions

Recruiter is the flagship product for Talent Solutions generating about half of segment

revenue today. Recruiter provides HR professionals and recruiters access to LinkedIn’s professional database and the ability to sort through candidates based on multiple attributes such as industry, job function, education, past experience, and geography. LinkedIn Recruiter is sold on a monthly, quarterly or annual subscription basis while volume discounts were available to very large clients initially, this practice has largely ceased and most new clients are on boarded at the full price. The remaining 50% of Talent Solutions revenue is split roughly evenly between Recruitment Media (generally job openings that are listed on a company’s LinkedIn company page or its related Careers page) and Paid Jobs (job openings listed elsewhere on the site, including in the feed). Management has stated that there are currently around 1.5 million recruiters and four million HR professionals on the site and that if all were monetized properly, the company would be looking at around a $7-$10 billion opportunity. Our five-year base case remains more conservative than this at just less than $6 billion.

Page 5: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 5 June 10, 2014

Exhibit 3. Current and Potential Revenue for Talent Solutions YE2014 5 Year Outlook

Talent Solutions LNKD Ests. TAM Bear Base Bull

Estimated US LCS customers 11,312 59,954 13,750 22,800 40,600

x estimated # of Recruiter licences per LCS customer 4.0 5.0 4.0 4.5 5.0

Total estimated US Recruiter licences 45,248 299,768 55,000 102,600 203,000

Estimated US Recruiter ARPU $600 $790 $675 $725 $750

Total Estimated US Recruiter revenue ($ in mm) 326 2,842 446 893 1,827

Recruiter as % of US Talent Solutions revenue 50.0% 38.0% 50.0% 45.0% 40.0%

Estimated US Talent Solutions revenue ($ in mm) 652 7,478 891 1,984 4,568

Estimated Rest of World LCS customers 17,759 138,510 36,850 41,418 53,400

x estimated # of Recruiter licences per LCS customer 3.0 5.5 4.0 5.0 5.5

Total estimated ROW Recruiter licences 53,277 761,805 147,400 207,090 293,700

Estimated ROW Recruiter ARPU $423 $750 $600 $700 $725

Total Estimated ROW Recruiter revenue ($ in mm) 271 6,856 1,061 1,740 2,555

Recruiter as % of ROW Talent Solutions revenue 50.0% 36.0% 50.0% 45.0% 38.0%

Estimated ROW Talent Solutions revenue ($ in mm) 541 19,045 2,123 3,866 6,724

Estimated Global Recruiter revenue ($ in mm) 596 9,698 1,507 2,632 4,382

Est. Global Paid Jobs/Recruitment Media revenue ($ in mm) 596 16,826 1,507 3,217 6,909

Global Talent Solutions revenue 1,193 26,524 3,014 5,849 11,292

Source: International Finance Corporation's micro small and medium-size enterprises database (http://www.econstats.com/wdi/wdiv_494.htm), company reports and BMO Capital Markets estimates.

Our Talent Solutions mini-model naturally begins with the LCS customer count. From here we estimate a total number of Recruiter licenses per customer to arrive at total licences. Then a monthly average revenue per user (ARPU) is applied to derive total estimated Recruiter revenue. Finally, we estimate Recruiter’s percentage of estimated Talent Solutions revenue to arrive at our totals. Because this mini-model (and most of those that follow) is built bottoms-up based on LinkedIn’s key metrics, the total addressable market functionally acts like a “super-duper bull” case as we stretch individual metrics to reach our TAM.

2) Sales Solutions

The standalone Sales Solutions platform is expected to launch in 2H14. We believe the increased focus on this end-market will provide a strong growth driver, as we believe most companies spend more on sales and marketing each year than they do on recruiting talent. We expect the new product would be priced as an individual subscription as part of a broader enterprise sale made to appropriate LinkedIn Corporate Solutions clients (i.e., a second product for this important customer group). LinkedIn estimates that there are 5x as many salespeople on its platform as HR professionals and recruiters. The new standalone Sales Solution is expected to have additional features and tools to the existing Sales Navigator subscription product.

Page 6: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 6 June 10, 2014

Exhibit 4. Current and Potential Revenue for Sales Solutions YE2014 5 Year Outlook

Sales Solutions LNKD Ests. TAM Bear Base Bull

Estimated # of Sales professionals in US (in mm) 13.8 13.8 13.0 14.0 15.0

LinkedIn's addressable opportunity as % of total 51% 51% 54% 57% 60%

LinkedIn's addressable opportunity 7.0 7.0 7.0 8.0 9.0

% penetration 0.0% 30.0% 5.0% 10.0% 20.0%

Estimated # of subscribers to Sales Solution (in mm) 0.0 2.1 0.4 0.8 1.8

Estimated US Sales Solutions Monthly ARPU $0 $75 $30 $40 $60

Estimated US Sales Solutions revenue ($ in mm) 0 1,892 126 384 1,296

Estimated # of Sales professionals in ROW (in mm) 90.0 90.0 90.0 100.0 110.0

LinkedIn's addressable opportunity as % of total 20.0% 20.0% 22.3% 26.3% 35.0%

LinkedIn's addressable opportunity 18.0 18.0 20.0 26.3 38.5

% penetration 0.0% 30.0% 6.0% 8.0% 10.0%

Estimated # of subscribers to Sales Solution (in mm) 0.0 5.4 1.2 2.1 3.9

Estimated ROW Sales Solutions Monthly ARPU $0 $50 $20 $30 $40

Estimated ROW Sales Soutions revenue ($ in mm) 0 3,240 288 756 1,848

Estimated Global Sales Solutions revenue ($ in mm) 0 5,132 414 1,140 3,144

Source: One*Net OnLine (http://www.onetonline.org/find/quick?s=Professional+Sales+and+Marketing), Direct Selling Association (https://www.dsa.org/about-dsa/faqs), company reports and BMO Capital Markets estimates.

Our theoretical Sales Solutions mini-model begins with an estimate for total salespeople. We felt this was more appropriate than starting with the LCS customer count and estimating the average number of salespeople per LCS customer, as the Sales Solutions product is unlikely to be applicable to all LCS customers. From here we estimate the number of salespeople for which the standalone Sales Solutions is likely to be applicable (i.e., removing retail salespeople, etc.) to arrive at an estimate of total subscribers. Finally, a monthly average revenue per user (ARPU) is applied to derive total estimated Sales Solutions revenue.

3) Marketing Solutions: Two Views of LinkedIn’s Opportunity

We examine this opportunity in two ways: one focused on the currently preferred ad format

(native) and one focused on the target end market (B2B advertisers). Our preference is for the latter as it better lays out the available dollars from advertisers for whom LinkedIn should be particularly effective rather than a narrow view of ad formats. However, seeing as native ads are the preferred unit at the moment on the LinkedIn (i.e. Sponsored Updates) and as well as its most direct comparables (Facebook, Twitter) and the legacy powers in online advertising (Google search, Yahoo! Stream and search), we felt a supplemental view would help as well.

a) B2B Marketing

B2B marketing targets major budget delegators at large and medium businesses rather than

general market consumers. Typically B2B marketing aims to drive a smaller number of transactions, but with much larger prices, like company-wide software/technology packages or insurance programs. Therefore B2B marketing typically supports a lot of buyer research and purchase consideration and has a much longer sales cycle than the average consumer good like a quick-serve restaurant meal, tube of toothpaste or even a family SUV. While B2B advertising can appear in spots often used for B2C (e.g. airport signage), it has some more specific venues to itself like trade magazines narrowly focused on specific industries and trade shows and conferences

Page 7: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 7 June 10, 2014

where those buyers can learn more in person. B2B online marketing also tends be more helpful in moving buyers along long purchase consideration processes. So for example, email is a more common tactic, and delivering white papers or highlighting an education webinar is common in B2B, but rarely seen in B2C.

The total addressable market for B2B marketing is approximately $29 billion dollars in the

US per our analysis. Approximately 28% of those dollars are spent online today, roughly in line with the share of online consumer advertising. As is our general rule of thumb with most advertising estimates, we assume the US represents half in order to derive our global figures. Today, LinkedIn can legitimately target the estimated $14 billion spent on US B2B magazines and digital advertising (or an estimated $28 billion globally); we believe trade show spending remains something for which LinkedIn is not an appropriate substitute, but we’d see virtual conferences and webinars as possible areas of product innovation that would make sense for LinkedIn in the years to come. Note that because our two views of Marketing Solutions are derived from established industry revenue estimates, we do not need to apply any “super-duper Bull” LinkedIn share to derive TAM.

Exhibit 5. Revenue Potential for Marketing Solutions: B2B View YE2014 5 Year Outlook

United States ($ in millions) LNKD Ests. TAM Bear Base Bull

Live and virtual events 14,887 14,887 15,185 15,631 15,929

B2B magazines 7,785 7,785 7,941 8,174 8,330

Less: B2B magazines subscription estimate (1,946) (1,946) (1,985) (1,880) (1,833)

B2B mag subscription est. as a % of B2B mag rev. 25.0% 25.0% 25.0% 23.0% 22.0%

Estimated B2B magazine advertising 5,839 5,839 5,956 6,294 6,497

Digital advertising 8,201 8,201 8,365 8,611 8,775

Total B2B marketing spending 28,927 28,927 29,505 30,537 31,202

Potential Linkedin market share 1.0% na 1.3% 3.0% 6.0%

LinkedIn US Marketing Solutions revenue 282 na 379 916 1,872

YE2014 5 Year Outlook

Global LNKD Ests. TAM Bear Base Bull

Live and virtual events 29,774 29,774 30,369 31,263 31,858

B2B magazines 15,570 15,570 15,881 16,349 16,660

Less: B2B magazines subscription estimate (3,893) (3,114) (3,970) (3,760) (3,499)

B2B mag subscription est. as a % of B2B mag rev. 25.0% 20.0% 25.0% 23.0% 21.0%

Estimated B2B magazine advertising 11,678 12,456 11,911 12,588 13,161

Digital advertising 16,402 16,402 16,730 17,222 17,550

Total B2B marketing spending 57,854 58,632 59,011 61,073 62,570

Potential Linkedin market share 0.8% na 1.5% 2.5% 5.8%

LinkedIn Global Marketing Solutions revenue 470 na 890 1,527 3,629

Source: Veronis Suhler Stevenson 26th edition, GroupM, company reports and BMO Capital Markets estimates.

b) Native Online Advertising

Native ads are those which are embedded within and look similar to the content on a given

property. LinkedIn launched its own version -- Sponsored Updates -- in June 2013 and they now represent 19% of Marketing Solutions revenue as of 1Q14. In our framework, we use global display ad spending from WPP’s GroupM and then apply an estimated percentage which we

Page 8: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 8 June 10, 2014

believe has/will transition to these more customized style of formats rather than traditional banner ad units.

Like other native ad sellers (e.g., Facebook, Twitter, and Yahoo!), LinkedIn is seeing higher

click-through rates on Sponsored Updates, roughly 4x-10x that of its display ads. While we don’t expect this to last (all new ad formats tend to perform better at first, then ease off as users get used to them), these formats do seem to have “cracked the code” for mobile marketing, as they work well in feed-style content presentation that is browsed through easily on smartphones.

Exhibit 6. Revenue Potential for Marketing Solutions: Native View YE2014 5 Year Outlook

United States ($ in millions) LNKD Ests. TAM Bear Base Bull

US display advertising market 14,990 14,990 15,140 15,440 15,740

% estimated native ad format 10.0% 50.0% 40.0% 50.0% 60.0%

Estimated native advertising market 1,499 7,495 6,056 7,720 9,444

Potential Linkedin market share 3.6% na 1.3% 4.0% 11.7%

LinkedIn US native ad revenue 54 na 76 309 1,102

native as a % of total markting revenue 19.0% na 20.0% 33.7% 58.9%

LinkedIn US Marketing Solutions revenue 282 na 379 916 1,872

YE2014 5 Year Outlook

Global ($ in millions) LNKD Ests. TAM Bear Base Bull

Global display advertising market 29,360 29,360 29,653 30,241 30,828

% estimated native ad format 10.0% 50.0% 40.0% 50.0% 60.0%

Estimated native advertising market 2,936 14,680 11,861 15,120 18,497

Potential Linkedin market share 3.0% na 1.5% 5.0% 11.7%

LinkedIn global native ad revenue 88 na 178 756 2,158

native as a % of total markting revenue 18.7% na 20.0% 49.5% 59.5%

LinkedIn Global Marketing Solutions revenue 470 na 890 1,527 3,629

Source: GroupM, company reports and BMO Capital Markets estimates.

4) Student Services

This is a long term opportunity in which LinkedIn is only just beginning to make a presence.

The company has begun bringing schools onto the platform through University Pages to help build visibility among both high school and college student user bases. LinkedIn already has an estimated 39 million student members and around 24,000 University Pages. Competition for students’ social media attention is fierce and LinkedIn is not the place they will spend most of their social media time. However, LinkedIn’s economic graph and professional focus makes it a vital resource for those beginning their careers, arguably more valuable than it is for current professionals who have networking opportunities outside of LinkedIn. For high school students entering the post-secondary portion of their educations, LinkedIn is not as immediately useful as it is for those looking for their first full-time job, but University Pages could eventually serve as a base for a multitude of services to help prospective students learn about and apply to a post-secondary school.

Page 9: LinkedIn Analyst Report

BMO Capital Markets Linkedln

Page 9 June 10, 2014

Exhibit 7. Current and Potential Student User Base YE2014 5 Year Outlook

Student Membership (in millions) LNKD Ests. TAM Bear Base Bull

Number of Higher Education Institutions (HEIs) globally 26,500 40,000 30,000 33,000 35,000

Average number of students per school estimate 1,750 4,500 2,000 2,750 3,250

Global student members (in millions) 46 180 60 91 114

Number of Higher Education Institutions (HEIs) in US 6,650 7,250 6,800 6,900 7,000

Average number of students per school estimate 2,800 3,000 2,850 2,900 2,950

US Student members (in millions) 19 22 19 20 21

Source: Webometrics (http://www.webometrics.info/en/node/24 ), U.S. Dept. of Education National Center for Education Services (NCES 2012-174rev), company reports and BMO Capital Markets estimates.

For student-oriented revenue opportunities, we see a similar framework as Talent

Solutions. One could imagine LinkedIn offering a tool to post-secondary schools’ career services departments (to help graduating seniors find new jobs) or to high schools’ university guidance departments (to help graduating seniors find a post-secondary school). These products could be offered on a subscription basis like Recruiter. Also similar to Talent Solutions’ Paid Jobs’ ad products, LinkedIn could create opportunities for post-secondary schools to use LinkedIn to recruit students. There is competition waiting for all of these revenues – most notably Chegg (CHGG, $6.77; Market Perform), the college textbook rental service that is building its own student-focused social network -- but particularly in post-secondary career services, we believe LinkedIn has a unique positioning. For example, there should be a natural synergy with Talent Solutions, where HR departments are waiting for the new graduates. Although, no specific monetization products are planned for students yet, the push into this market will increase the user base and activity on LinkedIn and help drive Marketing Solutions revenue in the interim.

Exhibit 8. Current and Potential Revenue for Student Services YE2014 5 Year Outlook

Student Solutions LNKD Ests. TAM Bear Base Bull

Estimated number of Schools in US 6,650 7,250 6,800 6,900 7,000

x estimated # of Career Services licences per US school 0.0 10.0 4.0 6.0 8.0

US Student Career Services licences 0 72,500 27,200 41,400 56,000

Average Monthly US Recruiter ARPU $0 $300 $200 $250 $275

Esimated US Student Career Services revenue ($ in mm) 0 261 65 124 185

Career Services as % of US Student Solutions revenue 50.0% 38.0% 50.0% 45.0% 40.0%

Estimated US Student Solutions revenue ($ in mm) 0 687 131 276 462

Estimated number of ROW Schools 19,850 32,750 23,200 26,100 28,000

x estimated # of Career Services licences per school 0.0 12.0 4.0 5.0 6.0

ROW Student Career Services licences 0 393,000 92,800 130,500 168,000

Average Monthly ROW Career Services ARPU $0 $250 $150 $175 $200

ROW Student Career Services revenue ($ in mm) 0 1,179 167 274 403

Career Services as % of ROW Student Solutions revenue 50.0% 38.0% 50.0% 45.0% 40.0%

Estimated ROW Student Solutions revenue ($ in mm) 0 3,103 334 609 1,008

Estimated Global Student Solutions revenue ($ in mm) 0 3,789 465 885 1,470

Source: Webometrics (http://www.webometrics.info/en/node/24 ), U.S. Dept. of Education National Center for Education Services (NCES 2012-174rev), company reports and BMO Capital Markets estimates.

5) China

The final analysis considers not the end-users targeted by LinkedIn’s products, but rather

those that inhabit an enormous and unique geography: China. Functionally, we’re pulling our

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estimates for various business lines out separately to highlight this unique opportunity (i.e., this is not incremental to the prior market sizes). To state the obvious, how LinkedIn’s business evolves and grows in the world’s largest internet market remains an open-ended question. Government regulation and local characteristics make it difficult to predict the potential user and corporate customer bases, as well as the business models that may gain traction. Today, building the user base remains the priority, supported by the recent launch of the Simplified Chinese language website.

Exhibit 9. LinkedIn Chinese Website Screenshot

Source: Company website.

Prior to the February 2014 launch of the site, LinkedIn had about three million users in

China; that figure has already topped five million. China has about 600 million internet users and a workforce of around 788 million (per The World Bank) but initially only a small segment of highly skilled knowledge workers will represent the target market. LinkedIn estimates a total addressable user base of about 140 million which includes both professionals and students.

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Exhibit 10 Current and Potential for China Users YE2014 5 Year Outlook

China membership (in millions) LNKD Ests. TAM Bear Base Bull

Chinese population 1,356 1,356 1,369 1,376 1,383

% of population in workforce 58.1% 58.1% 58.1% 58.1% 58.1%

Chinese workforce 788 788 796 800 804

% of knowledge workers in workforce 0.5% 8.1% 1.0% 3.0% 5.0%

Chinese knowledge workers 7 109 14 41 69

Chinese student population 1 31 7 14 21

% of total population 0.1% 2.3% 0.5% 1.0% 1.5%

Total Chinese membership opportunity 7 140 21 55 90

% of total population 0.6% 10.4% 1.5% 4.0% 6.5%

Source: The World Bank (http://data.worldbank.org/indicator/SL.TLF.TOTL.IN and http://data.un.org/Data.aspx?q=china+enrolment&d=UNESCO&f=series%3aE_56%3bref_area%3aCHN%2cHKG%2cMAC), company reports and BMO Capital Markets estimates.

Details of LinkedIn’s business strategy in China have yet to emerge. The company has no revenue generating products specific to its China operations and the modest revenues generated from the current Chinese user base are through the Hong Kong operations. Certainly the company will face local competition, like Zhaopin Limited, which already has over 77 million registered users and 11.4 million job postings (from nearly 275,000 unique customers) per its IPO prospectus.

We have built a framework similar to LinkedIn’s current business segments for revenue

potential from China, namely Talent Solutions, Marketing Solutions, and the upcoming Sales Solutions and Student Solutions opportunity. We would not be surprised if LinkedIn chooses to develop a customised product set specific to the Chinese market. But again, LinkedIn’s focus currently lies in growing the user base in China and we may not see any material revenue contribution from these efforts until beyond 2015.

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Exhibit 11. Current and Potential Revenue from China YE2014 5 Year Outlook

Chinese revenue opportunity LNKD Ests. TAM Bear Base Bull

Number of businesses (in millions) 10.6 10.6 11.0 11.5 12.0

Estimated % of businesses as LCS customers 0.00% 0.51% 0.03% 0.10% 0.20%

Estimated Chinese LCS customers 2 54,144 2,754 11,517 24,033

x estimated # of Recruiter licences per LCS customer 2.0 5.0 2.0 3.0 4.0

Estimated China Recruiter licences 4 270,722 5,508 34,550 96,132

Estimated China Recruiter Monthly ARPU $400 $500 $350 $400 $450

Estimated China Recruiter revenue ($ in mm) 0 1,624 23 166 519

Recruiter as % of total Talene Solutions revenue 40.0% 40.0% 40.0% 40.0% 40.0%

Est. Chinese Talent Solutions revenue ($ in mm) 0 4,061 58 415 1,298

Estimated # of Sales professionals in China (in mm) 15.8 15.8 15.9 16.8 17.7

LinkedIn's addressable opportunity as % of total 15% 50% 20% 30% 40%

LinkedIn's addressable opportunity estimate 2.4 7.9 3.2 5.0 7.1

% penetration 0.0% 15.0% 5.0% 8.0% 10.0%

Estimated # of subscribers to Sales Solution (in mm) 0.0 1.2 0.2 0.4 0.7

Estimated China Sales Solutions Monthly ARPU $0 $50 $20 $30 $40

Estimated China Sales Solutions revenue ($ in mm) 0 709 38 145 340

Estimated registered members 7 140 21 55 90

Estimated Marketing Solutions Monthly ARPU $0.01 $1.00 $0.20 $0.50 $0.75

Est. China Marketing Solutions revenue ($ in mm) 1 1,685 49 330 809

Chinese Schools 2,484 2,484 1,750 2,000 2,250

x estimated # of Career licences per school 0.0 12.0 4.0 6.0 8.0

China Career Services licences 0 29,808 7,000 12,000 18,000

Average Monthly China Career Services ARPU $0 $250 $150 $200 $225

Career Services as % of ROW Student Solutions revenue 50.0% 38.0% 50.0% 45.0% 40.0%

Est. China Student Solutions revenue ($ in mm) 0 658 300 444 563

Total China revenue opportunity ($ in mm) 1 7,113 445 1,334 3,009

Source: The World Bank (http://data.worldbank.org/country/china), National Bureau of Statistics of the People’s Republic of China (http://www.stats.gov.cn/tjsj/ndsj/2013), Ministry of Education of the People’s Republic of China (http://www.moe.edu.cn/publicfiles/business/htmlfiles/moe/s4971/201012/113595.html), company reports and BMO Capital Markets estimates.

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Valuation: Bear, Base, and Bull DCF Models

If we apply our various bear, base, and bull case assumptions to our expanded DCF model, we

derive potential values of $76, $250, and $425 for LNKD shares. Our expanded DCF model reflects our actual published estimates through 2016 for the Base case and then the appropriate bear-base-bull estimates derived in the above analyses are applied five years out (i.e. 2019). Beyond 2019, we apply some simple revenue growth assumptions out to 2024 in order reach a 10-year revenue model for each of the three scenarios. The revenue model includes each of the current revenue segments and we have inserted Sales Solutions and Student Solutions lines as well (we assume Chinese revenues are included in each of their respective operating segments). For the Premium Subscription line, we have removed an estimate for Sales Navigator and included it in the Sales Solutions line. Like revenue, our base EBITDA and FCF estimates out to 2016 are our official, published estimates. From 2017 onward, we apply a straightforward margin assumption to derive EBITDA and then a simple EBITDA-to-FCF conversion to reach annual FCF estimates beyond 2017. Each of these three scenarios is for informational purposes only and our formal model, estimates and valuation for LNKD are detailed in Exhibits 16-20.

Exhibit 12. Base Case Expanded LinkedIn DCF Analysis ($ millions, except per-share data) 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

Revenue

Registered Members (in millions) 90 145 202 277 360 517 597 624 653 684 698 711 726 740 755% yoy growth 60.4% 39.2% 37.1% 30.0% 43.7% 15.4% 4.6% 4.6% 4.6% 2.0% 2.0% 2.0% 2.0% 2.0%

Enterprise (LCS) Customers 3,865 9,236 16,409 24,444 29,071 34,271 40,092 46,908 54,882 64,218 71,924 80,555 90,222 101,048 113,174% yoy growth 143.8% 139.0% 77.7% 49.0% 18.9% 17.9% 17.0% 17.0% 17.0% 17.0% 12.0% 12.0% 12.0% 12.0% 12.0%

Talent Solutions 101.9 260.9 523.6 859.7 1,192.6 1,558.8 2,061.7 2,918.7 4,132.0 5,849.3 7,136.1 8,706.1 10,621.4 12,958.1 15,808.9% yoy growth 181.9% 156.1% 100.7% 64.2% 38.7% 30.7% 32.3% 41.6% 41.6% 41.6% 22.0% 22.0% 22.0% 22.0% 22.0%

Marketing Solutions 79.3 155.8 258.3 362.4 469.9 641.6 811.8 1,002.0 1,236.9 1,526.8 1,832.2 2,198.6 2,638.4 3,166.0 3,799.2% yoy growth 107.2% 96.5% 65.7% 40.3% 29.7% 36.5% 26.5% 23.4% 23.4% 23.4% 20.0% 20.0% 20.0% 20.0% 20.0%

Sales Solutions incl Navigator 15.0 60.0 120.0 240.0 403.4 678.2 1,140.0 1,459.2 1,867.8 2,390.8 3,060.2 3,917.0% yoy growth 300.0% 100.0% 100.0% 68.1% 68.1% 68.1% 28.0% 28.0% 28.0% 28.0% 28.0%

Premium Subs ex Navigator 61.9 105.5 190.4 291.5 361.1 500.6 626.7 701.9 786.1 880.5 968.5 1,065.4 1,171.9 1,289.1 1,418.0% yoy growth 35.4% 70.3% 80.6% 53.1% 23.9% 38.6% 25.2% 12.0% 12.0% 12.0% 10.0% 10.0% 10.0% 10.0% 10.0%

TOTAL REVENUE 243.1 522.2 972.3 1,528.5 2,083.6 2,821.1 3,740.2 5,026.1 6,833.3 9,396.6 11,396.0 13,837.8 16,822.4 20,473.4 24,943.2

% yoy growth 102.4% 114.8% 86.2% 57.2% 36.3% 35.4% 32.6% 34.4% 36.0% 37.5% 21.3% 21.4% 21.6% 21.7% 21.8%

Adjusted EBITDA 55.0 98.7 223.0 376.2 514.1 805.6 1,149.9 1,543.0 2,094.4 2,880.1 3,555.6 4,331.2 5,282.2 6,449.1 7,882.0

% margin 22.6% 18.9% 22.9% 24.6% 24.7% 28.6% 30.7% 30.7% 30.7% 30.7% 31.2% 31.3% 31.4% 31.5% 31.6%

- Interest expense/other income (2.9) 0.3 1.4 1.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nm

- Cash taxes (3.5) (9.4) 0.3 21.3 (22.1) (143.3) (247.7) nm nm nm nm nm nm nm nm

- Capital expenditures (50.0) (89.0) (125.4) (278.0) (343.9) (340.0) (340.0) nm nm nm nm nm nm nm nm

+ Adjustment 0.0 0.0 0.0 0.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nmAdj. EBITDA-to-FCF Conversion -2.5% 0.6% 44.5% 32.0% 28.8% 40.0% 48.9% 48.8% 48.2% 47.0% 51.0% 50.2% 49.4% 48.6% 47.7%

Free Cash Flow (1.4) 0.6 99.4 120.5 148.1 322.3 562.3 753.4 1,009.6 1,352.9 1,812.8 2,175.4 2,610.5 3,132.6 3,759.1

% growth -544.8% 141.1% nm 21.3% 22.9% 117.6% 74.4% 34.0% 34.0% 34.0% 34.0% 20.0% 20.0% 20.0% 20.0%

Terminal Value Calculation WACC Calculation Sensitivity Analysis Terminal Multiple of FCF

Value Net debt 803.1 7.0x 8.0x 9.0x 10.0x 11.0x 12.0x 13.0x

FCF in Terminal Year 3,759.1 Equity value 18,391.6 5.3% $239.49 $258.58 $277.66 $296.75 $315.84 $334.93 $354.02

FCF Multiple 10.0x Total capital 17,588.5 5.8% $229.68 $247.89 $266.09 $284.30 $302.50 $320.71 $338.91Terminal Value $37,591 10-year rate 2.6% 6.3% $220.35 $237.72 $255.09 $272.45 $289.82 $307.19 $324.55

Equity Value Calculation Beta 1.1x 6.8% $211.48 $228.05 $244.62 $261.19 $277.76 $294.33 $310.90Value Per Sh. Equity premium 4.0% 7.3% $203.02 $218.84 $234.65 $250.47 $266.28 $282.10 $297.91

PV of FCF '14-23 10,054.4 $85.50 Cost of equity 7.0% 7.8% $194.98 $210.07 $225.17 $240.26 $255.36 $270.46 $285.55

Net (Debt) 803.1 $6.83 Cost of debt 3.0% 8.3% $187.31 $201.72 $216.14 $230.55 $244.96 $259.38 $273.79

PV of Terminal Value 18,597.6 $158.14 Tax rate 79.0% 8.8% $180.01 $193.77 $207.53 $221.30 $235.06 $248.83 $262.59Total Equity Value 29,455.1 $250.47 WACC 7.3% 9.3% $173.05 $186.19 $199.34 $212.49 $225.63 $238.78 $251.93

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Source: Company reports and BMO Capital Markets estimates.

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Exhibit 13. Bull Case Expanded LinkedIn DCF Analysis ($ millions, except per-share data) 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

Revenue

Registered Members (in millions) 90 145 202 277 379 520 597 669 736 791 806 823 839 856 873% yoy growth 60.4% 39.2% 37.1% 37.0% 37.0% 15.0% 12.0% 10.0% 7.4% 2.0% 2.0% 2.0% 2.0% 2.0%

Enterprise (LCS) Customers 3,865 9,236 16,409 24,444 32,511 42,264 52,830 64,019 77,578 94,000 105,280 117,914 132,063 147,911 165,660% yoy growth 143.8% 139.0% 77.7% 49.0% 33.0% 30.0% 25.0% 21.2% 21.2% 21.2% 12.0% 12.0% 12.0% 12.0% 12.0%

Talent Solutions 101.9 260.9 523.6 859.7 1,461.4 2,455.2 4,051.1 6,076.7 8,811.2 11,291.7 12,533.8 13,912.5 15,442.9 17,141.6 19,027.1% yoy growth 181.9% 156.1% 100.7% 64.2% 70.0% 68.0% 65.0% 50.0% 45.0% 28.2% 11.0% 11.0% 11.0% 11.0% 11.0%

Marketing Solutions 79.3 155.8 258.3 362.4 579.8 916.0 1,392.4 2,144.3 2,959.1 3,629.0 4,137.1 4,716.3 5,376.6 6,129.3 6,987.4% yoy growth 107.2% 96.5% 65.7% 40.3% 60.0% 58.0% 52.0% 54.0% 38.0% 22.6% 14.0% 14.0% 14.0% 14.0% 14.0%

Sales Solutions incl Navigator 15.0 60.0 210.0 630.0 1,575.0 2,520.0 3,144.0 3,427.0 3,735.4 4,071.6 4,438.0 4,837.4% yoy growth 300.0% 250.0% 200.0% 150.0% 60.0% 24.8% 9.0% 9.0% 9.0% 9.0% 9.0%

Premium Subs ex Navigator 61.9 105.5 190.4 291.5 413.9 538.1 672.7 793.7 904.9 1,013.4 1,099.6 1,193.1 1,294.5 1,404.5 1,523.9% yoy growth 35.4% 70.3% 80.6% 53.1% 42.0% 30.0% 25.0% 18.0% 14.0% 12.0% 8.5% 8.5% 8.5% 8.5% 8.5%

TOTAL REVENUE 243.1 522.2 972.3 1,528.5 2,515.2 4,119.4 6,746.2 10,589.7 15,195.2 19,078.2 21,197.4 23,557.2 26,185.5 29,113.4 32,375.9

% yoy growth 102.4% 114.8% 86.2% 57.2% 64.5% 63.8% 63.8% 57.0% 43.5% 25.6% 11.1% 11.1% 11.2% 11.2% 11.2%

Adjusted EBITDA 55.0 98.7 223.0 376.2 641.4 1,112.2 2,023.9 3,282.8 4,786.5 6,105.0 6,889.2 7,773.9 8,772.1 9,898.6 11,169.7

% margin 22.6% 18.9% 22.9% 24.6% 25.5% 27.0% 30.0% 31.0% 31.5% 32.0% 32.5% 33.0% 33.5% 34.0% 34.5%

- Interest expense/other income (2.9) 0.3 1.4 1.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nm

- Cash taxes (3.5) (9.4) 0.3 21.3 (22.1) (143.5) (247.7) nm nm nm nm nm nm nm nm

- Capital expenditures (50.0) (89.0) (125.4) (278.0) (343.9) (340.0) (340.0) nm nm nm nm nm nm nm nm

+ Adjustment 0.0 0.0 0.0 0.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nmAdj. EBITDA-to-FCF Conversion -2.5% 0.6% 44.5% 32.0% 42.9% 56.5% 71.0% 50.0% 51.0% 51.5% 52.0% 52.5% 53.0% 53.5% 54.0%

Free Cash Flow (1.4) 0.6 99.4 120.5 275.4 628.8 1,436.2 1,641.4 2,441.1 3,144.1 3,582.4 4,081.3 4,649.2 5,295.7 6,031.6

% growth -544.8% 141.1% nm 21.3% 128.4% 128.3% 128.4% 14.3% 48.7% 28.8% 13.9% 13.9% 13.9% 13.9% 13.9%

Terminal Value Calculation WACC Calculation Sensitivity Analysis Terminal Multiple of FCF

Value Net debt 803.1 7.0x 8.0x 9.0x 10.0x 11.0x 12.0x 13.0x

FCF in Terminal Year 6,031.6 Equity value 18,391.6 5.3% $410.80 $441.43 $472.05 $502.68 $533.31 $563.94 $594.57

FCF Multiple 10.0x Total capital 17,588.5 5.8% $394.23 $423.44 $452.65 $481.86 $511.07 $540.28 $569.50Terminal Value $60,316 10-year rate 2.6% 6.3% $378.46 $406.32 $434.19 $462.05 $489.92 $517.78 $545.65

Equity Value Calculation Beta 1.1x 6.8% $363.43 $390.02 $416.61 $443.19 $469.78 $496.37 $522.96Value Per Sh. Equity premium 4.0% 7.3% $349.12 $374.49 $399.87 $425.24 $450.62 $475.99 $501.36

PV of FCF '14-23 19,365.0 $164.67 Cost of equity 7.0% 7.8% $335.48 $359.70 $383.92 $408.14 $432.36 $456.59 $480.81

Net (Debt) 803.1 $6.83 Cost of debt 3.0% 8.3% $322.48 $345.60 $368.73 $391.85 $414.98 $438.11 $461.23

PV of Terminal Value 29,840.6 $253.74 Tax rate 79.0% 8.8% $310.08 $332.16 $354.25 $376.33 $398.42 $420.50 $442.59Total Equity Value 50,008.6 $425.24 WACC 7.3% 9.3% $298.25 $319.35 $340.44 $361.54 $382.64 $403.73 $424.83

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Source: Company reports and BMO Capital Markets estimates.

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Exhibit 14. Bear Case Expanded LinkedIn DCF Analysis ($ millions, except per-share data) 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

Revenue

Registered Members (in millions) 90 145 202 277 360 432 484 522 548 571 577 583 589 595 601% yoy growth 60.4% 39.2% 37.1% 30.0% 20.0% 12.0% 8.0% 5.0% 4.2% 1.0% 1.0% 1.0% 1.0% 1.0%

Enterprise (LCS) Customers 3,865 9,236 16,409 24,444 28,599 33,175 37,820 42,358 46,594 50,600 53,130 55,787 58,576 61,505 64,580% yoy growth 143.8% 139.0% 77.7% 49.0% 17.0% 16.0% 14.0% 12.0% 10.0% 8.6% 5.0% 5.0% 5.0% 5.0% 5.0%

Talent Solutions 101.9 260.9 523.6 859.7 1,186.4 1,542.3 1,974.1 2,368.9 2,724.2 3,013.6 3,254.6 3,515.0 3,796.2 4,099.9 4,427.9% yoy growth 181.9% 156.1% 100.7% 64.2% 38.0% 30.0% 28.0% 20.0% 15.0% 10.6% 8.0% 8.0% 8.0% 8.0% 8.0%

Marketing Solutions 79.3 155.8 258.3 362.4 463.8 579.8 695.7 793.1 852.6 889.9 916.6 944.1 972.4 1,001.6 1,031.6% yoy growth 107.2% 96.5% 65.7% 40.3% 28.0% 25.0% 20.0% 14.0% 7.5% 4.4% 3.0% 3.0% 3.0% 3.0% 3.0%

Sales Solutions incl Navigator 15.0 52.5 105.0 183.8 275.6 358.3 414.4 459.9 510.5 566.7 629.0 698.2% yoy growth 250.0% 100.0% 75.0% 50.0% 30.0% 15.6% 11.0% 11.0% 11.0% 11.0% 11.0%

Premium Subs ex Navigator 61.9 105.5 190.4 291.5 349.8 412.8 478.8 545.9 611.4 660.3 696.6 734.9 775.3 818.0 862.9% yoy growth 35.4% 70.3% 80.6% 53.1% 20.0% 18.0% 16.0% 14.0% 12.0% 8.0% 5.5% 5.5% 5.5% 5.5% 5.5%

TOTAL REVENUE 243.1 522.2 972.3 1,528.5 2,052.5 2,639.8 3,332.4 3,983.5 4,546.5 4,978.1 5,327.7 5,704.5 6,110.6 6,548.5 7,020.7

% yoy growth 102.4% 114.8% 86.2% 57.2% 34.3% 28.6% 26.2% 19.5% 14.1% 9.5% 7.0% 7.1% 7.1% 7.2% 7.2%

Adjusted EBITDA 55.0 98.7 223.0 376.2 513.1 686.4 883.1 1,075.6 1,250.3 1,393.9 1,518.4 1,654.3 1,802.6 1,964.5 2,141.3

% margin 22.6% 18.9% 22.9% 24.6% 25.0% 26.0% 26.5% 27.0% 27.5% 28.0% 28.5% 29.0% 29.5% 30.0% 30.5%

- Interest expense/other income (2.9) 0.3 1.4 1.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nm

- Cash taxes (3.5) (9.4) 0.3 21.3 (22.1) (143.3) (247.6) nm nm nm nm nm nm nm nm

- Capital expenditures (50.0) (89.0) (125.4) (278.0) (343.9) (340.0) (340.0) nm nm nm nm nm nm nm nm

+ Adjustment 0.0 0.0 0.0 0.0 0.0 0.0 0.0 nm nm nm nm nm nm nm nmAdj. EBITDA-to-FCF Conversion -2.5% 0.6% 44.5% 32.0% 28.7% 29.6% 33.5% 35.0% 38.0% 40.0% 41.0% 41.5% 42.0% 42.5% 42.9%

Free Cash Flow (1.4) 0.6 99.4 120.5 147.1 203.1 295.5 376.4 475.1 557.5 622.5 686.5 757.1 834.9 917.8

% growth -544.8% 141.1% nm 21.3% 22.0% 38.0% 45.5% 27.4% 26.2% 17.3% 11.7% 10.3% 10.3% 10.3% 9.9%

Terminal Value Calculation WACC Calculation Sensitivity Analysis Terminal Multiple of FCF

Value Net debt 803.1 7.0x 8.0x 9.0x 10.0x 11.0x 12.0x 13.0x

FCF in Terminal Year 917.8 Equity value 18,391.6 5.3% $73.82 $78.48 $83.14 $87.81 $92.47 $97.13 $101.79

FCF Multiple 10.0x Total capital 17,588.5 5.8% $71.19 $75.64 $80.08 $84.52 $88.97 $93.41 $97.86Terminal Value $9,178 10-year rate 2.6% 6.3% $68.68 $72.92 $77.16 $81.40 $85.64 $89.88 $94.12

Equity Value Calculation Beta 1.1x 6.8% $66.29 $70.34 $74.38 $78.43 $82.47 $86.52 $90.56Value Per Sh. Equity premium 4.0% 7.3% $64.01 $67.87 $71.73 $75.59 $79.45 $83.31 $87.17

PV of FCF '14-23 3,546.1 $30.15 Cost of equity 7.0% 7.8% $61.83 $65.52 $69.21 $72.89 $76.58 $80.26 $83.95

Net (Debt) 803.1 $6.83 Cost of debt 3.0% 8.3% $59.76 $63.28 $66.80 $70.32 $73.84 $77.35 $80.87

PV of Terminal Value 4,540.5 $38.61 Tax rate 79.0% 8.8% $57.78 $61.14 $64.50 $67.86 $71.22 $74.58 $77.94Total Equity Value 8,889.7 $75.59 WACC 7.3% 9.3% $55.89 $59.10 $62.31 $65.52 $68.73 $71.94 $75.15

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Source: Company reports and BMO Capital Markets estimates.

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Standard Valuation: Comparable Multiples

We maintain our $250 price target, which implies a 1.9x 2015E non-GAAP PEG ratio and a 37.3x 2015E adjusted EBITDA.

Exhibit 15. Comparable Multiple Valuation Analysis 6/9/2014 Shares Market EV/Rev. EV/EBITDA P/E 2014 2014 FCF Yield

Company Ticker Price Target Rating Out (mm) Cap (mm) 2014 2015 2014 2015 2014 2015 PEG vs S&P 2014 2015

Google GOOGL $570.73 $525 Mkt 688 $392,797 5.0x 3.9x 13.0x 10.1x 22.7x 18.9x 1.6x 1.4x 4.2% 5.9%

Facebook FB $62.88 $60 Mkt 2,744 $172,528 15.1x 12.1x 26.1x 20.1x 48.7x 41.9x 1.0x 2.9x 2.3% 2.9%

Twitter TWTR $34.47 $42 Mkt 690 $23,786 18.5x 11.7x 118.3x 56.2x nm 116.1x nm nm 0.1% 0.6%

LinkedIn LNKD $156.39 $250 OP 122 $19,035 8.9x 6.4x 35.9x 22.6x 89.9x 59.6x 11.7x 5.4x 0.8% 1.7%

Zynga ZNGA $3.00 $4.50 Mkt 888 $2,663 3.1x 2.3x 26.2x 14.4x 150.0x 46.9x 1.1x 9.0x 4.0% 7.3%

Jive Software JIVE $7.63 $9 Mkt 70 $537 2.9x 2.5x nm nm nm nm nm nm nm nm

Social Mean 8.9x 6.5x 43.9x 24.7x 77.8x 56.7x 3.8x 4.7x 2.3% 3.7%

Comps Median 6.9x 5.2x 26.2x 20.1x 69.3x 46.9x 1.3x 4.2x 2.3% 2.9%

LinkedIn LNKD $156.39 $250 OP 122 $19,035 8.9x 6.4x 35.9x 22.6x 89.9x 59.6x 11.7x 5.4x 0.8% 1.7%

51 Jobs JOBS $60.87 NR NR 30 $1,810 4.3x 3.4x 13.1x 10.2x 22.7x 19.8x -8.6x 1.4x 5.9% 7.1%

Monster Worldwide MWW $6.21 $8 OP 91 $565 0.8x 0.8x 5.4x 5.0x 16.6x 13.1x -1.0x 1.0x 1.9% 8.5%

Dice Holdings DHX $7.12 $8 Mkt 54 $387 1.9x 1.6x 6.2x 5.3x 22.7x 17.2x -0.5x 1.4x 9.7% 10.8%

Xing AG O1BC-XE € 95.90 NR NR 6 € 536 5.3x 4.6x 17.5x 14.0x 39.0x 29.7x 0.8x 2.3x 4.6% 5.3%

Online Employment Mean 4.2x 3.4x 15.6x 11.4x 38.2x 27.9x 0.5x 2.3x 4.6% 6.7%

Comps Median 4.3x 3.4x 13.1x 10.2x 22.7x 19.8x -0.5x 1.4x 4.6% 7.1%

Google GOOGL $570.73 $525 Mkt 688 $392,797 5.0x 3.9x 13.0x 10.1x 22.7x 18.9x 1.6x 1.4x 4.2% 5.9%

Yahoo! YHOO $36.04 $36 Mkt 1,005 $36,217 1.9x 1.9x 6.1x 6.2x 23.1x 20.5x 7.7x 1.4x 2.2% 2.3%

Twitter TWTR $34.47 $42 Mkt 690 $23,786 18.5x 11.7x 118.3x 56.2x nm 116.1x nm nm 0.1% 0.6%

LinkedIn LNKD $156.39 $250 OP 122 $19,035 8.9x 6.4x 35.9x 22.6x 89.9x 59.6x 11.7x 5.4x 0.8% 1.7%

Groupon GRPN $6.13 NR NR 682 $4,182 1.0x 0.7x 11.1x 6.6x 55.7x 23.9x nm 3.4x 5.9% 9.1%

Aol AOL $36.53 NR NR 80 $2,920 1.1x 0.9x 5.5x 4.7x 17.5x 14.5x 27.9x 1.0x 12.0% 13.1%

Conversant CNVR $24.68 $22 Mkt 68 $1,679 2.6x 2.2x 7.4x 6.2x 14.1x 12.6x 2.6x 0.8x 8.3% 9.2%

Digital Marketing Mean 5.6x 4.0x 28.2x 16.1x 37.2x 38.0x 10.3x 2.2x 4.8% 6.0%

Comps Median 2.6x 2.2x 11.1x 6.6x 22.9x 20.5x 7.7x 1.4x 4.2% 5.9%

LinkedIn LNKD $156.39 $250 OP 122 $19,035 8.9x 6.4x 35.9x 22.6x 89.9x 59.6x 11.7x 5.4x 0.8% 1.7%

Netflix NFLX $423.09 $400 Mkt 60 $25,363 4.6x 3.7x 46.5x 27.3x 94.7x 60.9x 0.6x 5.7x 1.6% 2.5%

Digital Subscriptions Mean 6.7x 5.1x 41.2x 24.9x 92.3x 60.3x 6.2x 5.5x 1.2% 2.1%

Comps Median 6.7x 5.1x 41.2x 24.9x 92.3x 60.3x 6.2x 5.5x 1.2% 2.1%

OP-Outperform, Mkt-Market Perform, Und-Underperform, NR-Not Rated ZNGA, NFLX covered by Ed Williams; DHX, MMW covered by Jeff Silber; GOOG, FB, YHOO, VCLK covered by Dan Salmon. Source: Company reports and BMO Capital Markets estimates; Thomson Reuters for Not Rated companies.

Investment Thesis

We rate LNKD shares Outperform. We believe there are several new stories emerging that will raise long-term growth expectations. In particular, LinkedIn’s formal roll-out in China and new standalone product for salespeople (of which LinkedIn believes there are five times as many on the platform as human resources personnel), highlighted by an expected stand-alone product that should launch in 2H14. And the new focus on adding more students to the platform is sensible; while we don’t expect any monetization products aimed specifically at this group yet, embedding itself in career services departments would be a positive for LinkedIn.

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Risks

Downside risks to LNKD shares include the emergence of competing professional social networks, deceleration in user engagement and consumer privacy legislation; risk is heightened owing to the stock's high valuation. Also, any delay in our assumed catalysts – especially the new stand-alone product for salespeople – would have a negative impact on our thesis.

Company Description

LinkedIn is a social professional network. Through its platform, members can create, manage, and share their professional identity online, while finding business opportunities, building their professional networks, connecting with business contacts, and finding potential employees/employers. The company reports in three segments:

1) Talent Solutions (56% of revenue), includes the largely self-service LinkedIn Job Slots and the LinkedIn Corporate Solutions suite, which includes the Talent Pro and Job Seeker subscription products. The solutions are built to be an effective way for enterprises and professionals to find, contact, and hire the best qualified candidates.

2) Marketing Solutions (24% of revenue) enables advertising agencies and direct marketers to use display and text ads on LinkedIn to reach a targeted audience. LinkedIn Ads is a self-service platform that allows marketers to directly create and place ads, while LinkedIn Ads for Enterprise provides dedicated account management and additional marketing solutions.

3) Premium Subscriptions (20% of revenue) targets small and medium-sized businesses, professional organizations, individual members, and business groups in larger enterprises. Subscriptions products include the Business/Business Plus/Executive suite of products, as well as the Sales Navigator product.

LinkedIn was founded in 2003 and employs more than 5,000 people. The company went public on May 19, 2011, at $83, and its headquarters is located in Mountain View, California.

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Recent & Upcoming Events

September 4, 2013: LinkedIn announces $1.2 billion follow-on offering.

January 13, 2014: Hires Pablo Chavez as VP of Public Policy. Mr. Chavez was previously Director of Public Policy at Google.

January 16, 2014: Hires Derek Shen to lead LinkedIn China operations. Mr. Shen was founder and CEO of Nuomi. He was previously head of business development for Google in China.

February 6, 2014: Acquires Bright, a data insights and matching technology company that helps connect prospects to employers through machine-learning algorithms, for $120 million, 73% in stock and 27% in cash.

February 24, 2014: Announced launch of LinkedIn beta site in simplified Chinese.

April 24, 2014: Launched Sponsored Updates API and content partners program.

May 1, 2014: Reported 1Q14 revenue of $473 million, which was higher than our $460 million and the Street’s $466.9 million estimate; all segments came in better than expectations. Adjusted EBITDA of $116.7 million beat our $108 million and $112.1 million consensus. Full-year 2014 revenue guidance was raised to $2.06-$2.08 billion (from $2.02-$2.05 billion previously) and adjusted EBITDA guidance increased to $505-510 million (from $490 million).

May 8, 2014: Announces partnership with Evernote, to scan business cards and directly connect with contacts on LinkedIn.

August 2014: Expected 2Q14 results.

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Exhibit 16. Valuation and Forecasts Summary ($ millions, except per-share data) Market Capitalization 2011A 2012A 2013A 2014E 2015E 2016E

Current LNKD Price $156.39 $156.39 $156.39 $156.39 $156.39 $156.39Diluted shares 89.9 112.8 117.6 121.7 123.7 124.5Market capitalization 14,054.6 17,646.3 18,391.6 19,035.3 19,348.1 19,465.4Net cash (debt), projected 339.0 270.4 803.1 580.1 860.7 1,353.9Enterprise value 13,715.6 17,375.9 17,588.5 18,455.3 18,487.4 18,111.5

Estimates 2011A 2012A 2013A 2014E 2015E 2016E % CAGR '11-16

Net revenue 522.2 972.3 1,528.5 2,083.6 2,821.1 3,740.2 48.3%Net revenue consensus 2,126.3 2,819.5 3,675.1 47.7%Net revenue guidance 2,060 - 2,080Adjusted EBITDA 98.7 223.0 376.2 514.1 805.6 1,149.9 63.4%Adjusted EBITDA consensus 520.9 757.5 1,083.0 61.5%Adjusted EBITDA guidance 505 - 510EBIT 25.8 56.9 47.8 (16.5) 190.3 510.4 81.6%

Non-GAAP EPS $0.35 $0.89 $1.62 $1.74 $2.62 $3.87 61.9%

Consensus $1.65 $2.50 $3.79 61.2%

Reported GAAP EPS $0.11 $0.19 $0.23 ($0.54) $0.32 $2.05 79.7%

Free cash flow per share $0.01 $0.88 $1.03 $1.22 $2.61 $4.52 273.7%

Margins 2011A 2012A 2013A 2014E 2015E 2016E

Gross 84.4% 87.1% 86.7% 86.3% 86.5% 87.7%Adjusted EBITDA 18.9% 22.9% 24.6% 24.7% 28.6% 30.7%EBIT 4.9% 5.8% 3.1% -0.8% 6.7% 13.6%Recurring net income 0.0% 2.2% 0.8% -3.1% 1.4% 6.8%

Growth rates 2011A 2012A 2013A 2014E 2015E 2016E

Net revemue 114.8% 86.2% 57.2% 36.3% 35.4% 32.6%Adjusted EBITDA 79.4% 125.9% 68.7% 36.7% 56.7% 42.7%EBIT 32.0% 120.0% -15.9% -134.4% -1255.9% 168.2%Non-GAAP EPS 46.6% 154.6% 82.2% 7.7% 50.8% 47.6%Free cash flow per share -121.3% nm 16.4% 18.7% 114.1% 73.4%

Current Trading Multiples 2011A 2012A 2013A 2014E 2015E 2016E

EV/Revenue 26.3x 17.9x 11.5x 8.9x 6.6x 4.8xEV/EBITDA 138.9x 77.9x 46.7x 35.9x 22.9x 15.7xEV/EBIT 530.7x 305.6x 367.9x -1120.9x 97.1x 35.5xNon-GAAP P/E 449.2x 176.4x 96.8x 89.9x 59.6x 40.4xP/FCF nm nm 152.6x 128.5x 60.0x 34.6x

Valuation on 2015E EV/EBITDA Non-GAAP P/E DCF Summary Triangulated

Adjusted EBITDA 805.6 Terminal Mult. 10.0x Implied Tgt. MultiplesTarget Multiple 37.0x Non-GAAP EPS $2.62 Discount Rate 7.3% EV/EBITDA 37.3xEnterprise Value 29,808.2 Target Mult. 96.0x '17-'20 FCF grth 34.0% FCF Yield 1.0%Net cash (debt), projected 860.7 '21-'24 FCF grth 20.0% Non-GAAP P/E 95.3xEquity value 30,668.9 Non-GAAP PEG 1.9x

Price target $247.90 $251.79 $250.47 $250.05% potential appreciation 58.5% 61.0% 60.2% 59.9%

Target stress test (P/E) 40.8% 45.8% 50.8% 55.8% 60.8% <--- 2014 EPS growth105.3x $257.96 $267.12 $276.28 $285.44 $294.60100.3x $245.71 $254.44 $263.17 $271.89 $280.62 Mean 131.6x

95.3x $233.47 $241.76 $250.05 $258.34 $266.63 High 199.9x90.3x $221.22 $229.08 $236.94 $244.79 $252.65 Low 77.8x85.3x $208.98 $216.40 $223.82 $231.24 $238.67

Source: Company reports, BMO Capital Markets estimates and Thomson Reuters for consensus.

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Exhibit 17. LinkedIn Income Statement ($ millions, except per-share data) $ in millions, except per share figures Fiscal Year 2014E Fiscal Year 2015E Fiscal Year Fiscal Year

December fiscal year 2013A 1QA 2QE 3QE 4QE 2014E 1QE 2QE 3QE 4QE 2015E 2016E

RevenueTalent Solutions 859.7 275.9 290.7 305.3 320.7 1,192.6 343.0 372.4 404.4 439.0 1,558.8 2,061.7Marketing Solutions 362.4 101.8 113.1 120.4 134.6 469.9 142.4 153.7 166.1 179.4 641.6 811.8Premium Subscriptions 306.5 95.5 101.3 108.4 115.9 421.1 129.9 145.4 162.9 182.4 620.6 866.7

Gross revenue 1,528.5 473.2 505.0 534.1 571.3 2,083.6 615.3 671.6 733.3 800.8 2,821.1 3,740.2% yoy growth 57.2% 45.7% 38.9% 35.9% 27.7% 36.3% 30.0% 33.0% 37.3% 40.2% 35.4% 32.6%% sequential growth 5.8% 6.7% 5.8% 7.0% 7.7% 9.1% 9.2% 9.2%

Cost of revenue (ex D&A) (202.9) (62.5) (70.0) (73.0) (80.0) (285.5) (90.1) (90.6) (99.0) (101.1) (380.8) (461.9)

Net revenue 1,325.6 410.7 435.0 461.1 491.3 1,798.1 525.2 581.0 634.3 699.7 2,440.2 3,278.3% yoy growth 56.5% 45.5% 38.4% 35.8% 26.2% 35.6% 27.9% 33.5% 37.6% 42.4% 35.7% 34.3%% sequential growth 5.5% 5.9% 6.0% 6.5% 6.9% 10.6% 9.2% 10.3%% gross margin 86.7% 86.8% 86.1% 86.3% 86.0% 86.3% 85.4% 86.5% 86.5% 87.4% 86.5% 87.7%

Operating expensesSales and marketing (522.1) (166.5) (172.0) (174.8) (178.0) (691.3) (180.0) (212.0) (231.0) (251.5) (874.5) (1,047.0)Product development (395.6) (120.6) (138.0) (150.0) (160.0) (568.6) (175.7) (164.6) (179.6) (171.2) (691.1) (897.6)General and administrative (225.6) (74.6) (80.0) (85.0) (90.0) (329.6) (87.3) (100.7) (110.0) (125.1) (423.1) (561.0)Depreciation and amortization (134.5) (49.7) (53.0) (60.3) (62.0) (225.0) (66.7) (66.7) (64.8) (63.0) (261.2) (262.2)One-time operating expense 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Total operating costs (1,277.8) (411.5) (443.0) (470.1) (490.0) (1,814.6) (509.7) (543.9) (585.4) (610.9) (2,249.9) (2,767.8)

Pro forma operating income (i.e. ex one-time items) 47.8 (0.8) (8.0) (9.0) 1.3 (16.5) 15.5 37.0 48.9 88.9 190.3 510.4% growth -15.9% -103.2% -198.5% -293.8% nm -134.4% 2132.6% 564.3% 643.8% 6950.5% 1255.9% 168.2%% margin 3.1% -0.2% -1.6% -1.7% 0.2% -0.8% 2.5% 5.5% 6.7% 11.1% 6.7% 13.6%GAAP operating income 47.8 (0.8) (8.0) (9.0) 1.3 (16.5) 15.5 37.0 48.9 88.9 190.3 510.4

Other (expenses)/incomeOther recurring income (expense) 1.4 1.0 0.0 0.0 0.0 1.0 0.0 0.0 0.0 0.0 0.0 0.0Other one-time, pre-tax expense 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Pro forma pre-tax income 49.2 0.3 (8.0) (9.0) 1.3 (15.4) 15.5 37.0 48.9 88.9 190.3 510.4GAAP pre-tax income 49.2 0.3 (8.0) (9.0) 1.3 (15.4) 15.5 37.0 48.9 88.9 190.3 510.4

Cash taxes 21.3 2.4 (6.3) (9.2) (9.1) (22.1) (10.4) (27.5) (36.9) (68.5) (143.3) (247.7)Non-cash taxes (43.8) (16.0) (3.8) (3.9) (4.3) (27.8) (1.8) (1.8) (1.7) (1.7) (7.1) (7.5)Reported taxes (22.5) (13.6) (10.0) (13.0) (13.4) (50.0) (12.3) (29.3) (38.6) (70.2) (150.3) (255.2)Effective reported tax rate 45.6% 5183.6% -125.4% -145.0% 1060.0% -323.7% 79.0% 79.0% 79.0% 79.0% 79.0% 50.0%

Other one-time, after-tax expense 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Accretion of redeemable noncontrolling interest (0.1) (0.2) (0.2) (0.2) (0.7) (0.3) (0.3) (0.3) (0.3) (1.0) (1.0)

Pro forma net income to common shareholders 12.8 (13.4) (18.0) (22.0) (12.1) (65.5) 3.3 7.8 10.3 18.7 40.0 255.2% growth -40.9% -256.0% nm nm nm -613.3% 124.3% 143.3% 146.6% 254.2% 161.0% 538.6%% margin 0.8% -2.8% -3.6% -4.1% -2.1% -3.1% 0.5% 1.2% 1.4% 2.3% 1.4% 6.8%Reported GAAP net income to common shareholders 26.8 (13.4) (18.0) (22.0) (12.1) (65.5) 3.3 7.8 10.3 18.7 40.0 255.2

Basic shares outstanding 113.5 121.0 121.5 122.0 122.5 121.7 123.0 123.5 124.0 124.5 123.7 124.5Diluted shares outstanding 117.6 121.0 121.5 122.0 122.5 121.7 123.0 123.5 124.0 124.5 123.7 124.5

Add back: dilutive shares under treasury stock method 1.3 3.9 3.9 3.9 3.9 3.9 3.9 3.9 3.9 3.9 3.9 15.5Non-GAAP diluted shares 118.9 124.9 125.4 125.9 126.4 125.6 126.9 127.4 127.9 128.4 127.6 140.0

Pro forma GAAP EPS ex one-time items $0.11 ($0.11) ($0.15) ($0.18) ($0.10) ($0.54) $0.03 $0.06 $0.08 $0.15 $0.32 $2.05% growth -43.3% -248.9% nm nm nm -595.9% 123.9% 142.6% 145.9% 251.8% 160.0% 534.7%Reported GAAP diluted EPS $0.23 ($0.11) ($0.15) ($0.18) ($0.10) ($0.54) $0.03 $0.06 $0.08 $0.15 $0.32 $2.05

Non-GAAP EPS calculationReported net income 26.8 (13.4) (18.0) (22.0) (12.1) (65.5) 3.3 7.8 10.3 18.7 40.0 255.2Accretion of redeemable noncontrolling interest 0.1 0.2 0.2 0.2 0.7 0.3 0.3 0.3 0.3 1.0 1.0Undistributed earnings allocated to preferred stockholders 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Add back: stock based compensation 193.9 67.8 75.0 77.2 85.0 305.0 91.4 88.5 86.9 86.3 353.1 376.4Add back: amortization of intangible assets 16.4 4.8 5.0 7.0 8.0 24.8 6.2 7.3 7.5 7.5 28.5 28.7Income tax effect of non-GAAP adjustments (45.2) (11.9) (11.5) (10.0) (13.0) (46.4) (21.0) (21.6) (21.8) (23.4) (87.8) (164.5)

Non-GAAP net income 191.9 47.3 50.7 52.4 68.1 218.6 80.1 82.3 83.1 89.3 334.7 496.8% margin 12.6% 10.0% 10.0% 9.8% 11.9% 10.5% 13.0% 12.3% 11.3% 11.1% 11.9% 13.3%Non-GAAP diluted EPS $1.62 $0.38 $0.40 $0.42 $0.54 $1.74 $0.63 $0.65 $0.65 $0.70 $2.62 $3.87% yoy growth 82.2% -16.5% 6.1% 6.1% 39.1% 7.7% 66.4% 59.7% 56.2% 29.0% 50.8% 47.6%% sequential growth -2.2% 6.7% 2.9% 29.5% 17% 2% 1% 7%

Adjusted EBITDA calculationReported net income to common shareholders 26.8 (13.4) (18.0) (22.0) (12.1) (65.5) 3.3 7.8 10.3 18.7 40.0 255.2Provision for income taxes 22.5 13.6 10.0 13.0 13.4 50.0 12.3 29.3 38.6 70.2 150.3 255.2Other (income) expense, net (1.4) (0.9) 0.2 0.2 0.2 (0.3) 0.3 0.3 0.3 0.3 1.0 1.0Depreciation and amortization 134.5 49.7 53.0 60.3 62.0 225.0 66.7 66.7 64.8 63.0 261.2 262.2EBITDA 182.3 49.0 45.2 51.5 63.5 209.2 82.5 104.0 114.0 152.2 452.5 773.6% yoy growth 33.4% -1.0% 12.3% 34.1% 17.1% 14.7% 68.4% 129.9% 121.2% 139.8% 116.3% 70.9%% sequential growth -9.6% -7.7% 13.9% 23.2% 29.9% 26.1% 9.6% 33.5%% margin 11.9% 10.4% 9.0% 9.6% 11.1% 10.0% 13.4% 15.5% 15.5% 19.0% 16.0% 20.7%

Total stock-based compensation 193.9 67.8 75.0 77.2 85.0 305.0 91.4 88.5 86.9 86.3 353.1 376.4Adjusted EBITDA 376.2 116.7 120.2 128.7 148.5 514.1 173.8 192.5 200.9 238.4 805.6 1,149.9% yoy growth 68.7% 40.0% 35.6% 38.6% 33.3% 36.7% 48.9% 60.1% 56.1% 60.6% 56.7% 42.7%% sequential growth 4.8% 3.0% 7.1% 15.3% 17.1% 10.8% 4.4% 18.7%% margin 24.6% 24.7% 23.8% 24.1% 26.0% 24.7% 28.2% 28.7% 27.4% 29.8% 28.6% 30.7% Source: Company reports and BMO Capital Markets estimates.

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Exhibit 18. LinkedIn Segment Revenue Model ($ millions, except per-share data) $ in millions, except per share figures Fiscal Year 2014E Fiscal Year 2015E Fiscal Year Fiscal Year

December fiscal year 2013A 1QA 2QE 3QE 4QE 2014E 1QE 2QE 3QE 4QE 2015E 2016ERevenue by segment

LinkedIn Corporate Solutions (LCS) Customers 24,444 25,844 26,878 27,953 29,071 29,071 30,234 31,594 32,858 34,271 34,271 40,092

% yoy growth 49.0% 42.5% 32.7% 27.1% 18.9% 18.9% 17.0% 17.5% 17.5% 17.9% 17.9% 17.0%

% sequential growth 5.7% 4.0% 4.0% 4.0% 4.0% 4.5% 4.0% 4.3%

Talent Solutions Monthly ARPU $350.7 $366 $368 $371 $375 $371.4 $386 $402 $418 $436 $410.2 $462.1

Monthly ARPU % yoy growth 3.1% 2.8% 3.2% 4.7% 6.3% 5.9% 5.4% 9.3% 12.7% 16.3% 10.4% 12.7%

Monthly ARPU % sequential growth 3.7% 0.5% 1.0% 1.0% 2.8% 4.1% 4.2% 4.2%

Talent Solutions 859.7 275.9 290.7 305.3 320.7 1,192.6 $343.0 $372.4 $404.4 $439.0 1,558.8 2,061.7% yoy growth 64.2% 49.7% 41.7% 35.9% 30.6% 38.7% 24.3% 28.1% 32.4% 36.9% 30.7% 32.3%% sequential growth 12.3% 5.4% 5.0% 5.0% 7.0% 8.6% 8.6% 8.6%% of total 56.2% 58.3% 57.6% 57.2% 56.1% 57.2% 55.7% 55.5% 55.1% 54.8% 55.3% 55%

Registered Members (MM) 276.8 296.5 314.2 336.2 359.7 359.7 388.5 423.5 465.8 517.1 517.1 596.8

% yoy growth 37.1% 35.8% 32.0% 29.7% 30.0% 30.0% 31.0% 34.8% 38.6% 43.7% 43.7% 15.4%

% sequential growth 7.1% 6.0% 7.0% 7.0% 8.0% 9.0% 10.0% 11.0%

Marketing Solutions Period ARPU $1.51 $0.36 $0.37 $0.37 $0.39 $1.48 $0.38 $0.38 $0.37 $0.36 $1.46 $1.46Period ARPU % yoy growth 1.7% -0.3% -1.3% 4.1% -8.6% -2.5% 7.2% 2.3% 0.9% -5.7% -0.9% -0.4%Period ARPU % sequential growth -16.1% 4.3% 0.0% 4.5% -1.6% -0.5% -1.4% -2.3%

Marketing Solutions 362.4 101.8 113.1 120.4 134.6 469.9 142.4 153.7 166.1 179.4 641.6 811.8% yoy growth 40.3% 36.1% 32.1% 36.1% 18.6% 29.7% 39.9% 36.0% 37.9% 33.3% 36.5% 26.5%% sequential growth -10.3% 11.1% 6.5% 11.8% 5.8% 7.9% 8.0% 8.0%% of total 23.7% 21.5% 22.4% 22.5% 23.6% 22.6% 23.1% 22.9% 22.6% 22.4% 22.7% 22%

Premium Subscriptions 306.5 95.5 101.3 108.4 115.9 421.1 129.9 145.4 162.9 182.4 620.6 866.7% yoy growth 60.9% 45.6% 38.8% 35.8% 31.6% 37.4% 35.9% 43.6% 50.3% 57.4% 47.4% 39.7%% sequential growth 8.4% 6.0% 7.0% 7.0% 12.0% 12.0% 12.0% 12.0%% of total 20.1% 20.2% 20.1% 20.3% 20.3% 20.2% 21.1% 21.7% 22.2% 22.8% 22.0% 23%

TOTAL REVENUE 1,528.5 473.2 505.0 534.1 571.3 2,083.6 615.3 671.6 733.3 800.8 2,821.1 3,740.2% growth 57.2% 45.7% 38.9% 35.9% 27.7% 36.3% 30.0% 33.0% 37.3% 40.2% 35.4% 32.6%% sequential growth 5.8% 6.7% 5.8% 7.0% 7.7% 9.1% 9.2% 9.2%

Revenue by geography

US 942.1 284.9 310.6 325.8 348.5 1,269.7 366.1 399.6 436.3 476.5 1,678.5 2,206.7% yoy growth 52.1% 41.4% 38.5% 32.8% 28.5% 34.8% 28.5% 28.7% 33.9% 36.7% 32.2% 31.5%% sequential growth 5.1% 9.0% 4.9% 7.0% 5.1% 9.1% 9.2% 9.2%% of total 61.6% 60.2% 61.5% 61.0% 61.0% 60.9% 59.5% 59.5% 59.5% 59.5% 59.5% 59.0%

Other Americas 109.7 31.9 38.9 41.7 45.7 158.2 52.3 57.1 62.3 68.1 239.8 243.1% yoy growth 65.9% 32.0% 44.8% 54.1% 44.6% 44.2% 63.9% 46.8% 49.6% 48.9% 51.6% 1.4%% sequential growth 0.9% 21.9% 7.1% 9.7% 14.4% 9.1% 9.2% 9.2%% of total 7.2% 6.7% 7.7% 7.8% 8.0% 7.6% 8.5% 8.5% 8.5% 8.5% 8.5% 6.5%

EMEA 358.2 117.9 116.2 122.8 131.4 488.3 141.5 154.5 168.7 184.2 648.8 822.8% yoy growth 64.8% 56.8% 37.2% 36.4% 21.3% 36.3% 20.1% 33.0% 37.3% 40.2% 32.9% 26.8%% sequential growth 8.8% -1.5% 5.8% 7.0% 7.7% 9.1% 9.2% 9.2%% of total 23.4% 24.9% 23.0% 23.0% 23.0% 23.4% 23.0% 23.0% 23.0% 23.0% 23.0% 22.0%

APAC 118.5 38.5 39.4 43.8 45.7 167.4 55.4 60.4 66.0 72.1 253.9 467.5% yoy growth 70.8% 60.8% 41.5% 43.4% 26.4% 41.3% 43.7% 53.4% 50.7% 57.7% 51.6% 84.1%% sequential growth 6.6% 2.2% 11.2% 4.3% 21.2% -63.9% 19.2% 19.2%% of total 7.8% 8.1% 7.8% 8.2% 8.0% 8.0% 9.0% 9.0% 9.0% 9.0% 9.0% 12.5%

TOTAL REVENUE 1,528.5 473.2 505.0 534.1 571.3 2,083.6 615.3 671.6 733.3 800.8 2,821.1 3,740.2

Revenue by channel

Field sales 891.5 275.3 287.9 304.4 325.6 1,193.2 338.4 369.4 403.3 440.5 1,551.6 2,019.7% yoy growth 61.4% 49.6% 37.6% 33.8% 20.3% 33.8% 22.9% 28.3% 32.5% 35.3% 30.0% 30.2%% sequential growth 1.7% 4.6% 5.8% 7.0% 3.9% 9.1% 9.2% 9.2%% of total 58.3% 58.2% 57.0% 57.0% 57.0% 57.3% 55.0% 55.0% 55.0% 55.0% 55.0% 54.0%

Online sales/self-service 637.1 197.9 217.2 229.7 245.6 890.4 276.9 302.2 330.0 360.4 1,269.5 1,720.5% yoy growth 51.7% 40.6% 40.6% 38.9% 39.1% 39.8% 39.9% 39.2% 43.7% 46.7% 42.6% 35.5%% sequential growth 12.1% 9.7% 5.8% 7.0% 12.7% 9.1% 9.2% 9.2%% of total 41.7% 41.8% 43.0% 43.0% 43.0% 42.7% 45.0% 45.0% 45.0% 45.0% 45.0% 46.0%

TOTAL REVENUE 1,528.5 473.2 505.0 534.1 571.3 2,083.6 615.3 671.6 733.3 800.8 2,821.1 3,740.2

User metrics

Unique Visitors (LinkedIn via comScore, MM) 139.2 142.1 144.9 147.8 150.8 150.8 158.3 166.3 174.6 183.3 183.3 222.8

% yoy growth 19.7% 7.8% 1.6% 3.9% 8.3% 8.3% 11.4% 14.7% 18.1% 21.6% 21.6% 21.6%

% sequential growth 2.1% 2.0% 2.0% 2.0% 5.0% 5.0% 5.0% 5.0%

Page views (Linked via comScore, in BN) 10.6 11.5 11.6 11.7 11.8 11.8 12.1 12.3 12.6 12.8 12.8 13.9

% yoy growth 8.2% 3.6% -0.7% 1.1% 11.8% 11.8% 5.1% 6.1% 7.2% 8.2% 8.2% 8.2%

% sequential growth 8.5% 1.0% 1.0% 1.0% 2.0% 2.0% 2.0% 2.0%

Employees 5,045 5,416 5,655 5,894 6,000 6,000 6,239 6,478 6,716 6,500 6,500 7,000 Source: Company reports and BMO Capital Markets estimates.

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Exhibit 19. LinkedIn Balance Sheet ($ millions, except per-share data) $ in millions, except per share figures Fiscal Year 2014E Fiscal Year 2015E Fiscal Year Fiscal Year

December fiscal year 2013A 1QA 2QE 3QE 4QE 2014E 1QE 2QE 3QE 4QE 2015E 2016E

AssetsCash 803.1 508.9 565.3 514.0 580.1 580.1 587.6 748.1 786.1 860.7 860.7 1,353.9Short-term investments 1,526.2 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4 1,797.4Receivables 302.2 328.7 300.0 325.0 305.0 305.0 284.6 301.5 320.0 350.0 350.0 305.4Deferred commissions 47.5 46.6 46.6 46.6 46.6 46.6 46.6 46.6 46.6 46.6 46.6 46.6Prepaid expenses and other current assets 76.5 98.4 100.9 103.4 106.0 106.0 110.0 114.1 118.4 122.8 122.8 135.6Current assets 2,755.5 2,779.9 2,810.2 2,786.3 2,835.0 2,835.0 2,826.1 3,007.6 3,068.4 3,177.5 3,177.5 3,638.8

Plant & equipment, net 361.7 406.5 443.5 475.2 506.2 506.2 530.8 556.4 584.0 613.5 613.5 720.1Goodwill 150.9 228.9 228.9 228.9 228.9 228.9 228.9 228.9 228.9 228.9 228.9 228.9Other intangibles 43.0 101.6 100.6 99.2 97.6 97.6 96.4 94.9 93.4 91.9 91.9 63.2Other assets 41.7 44.9 44.9 44.9 44.9 44.9 44.9 44.9 44.9 44.9 44.9 44.9

Assets 3,352.8 3,561.9 3,628.1 3,634.6 3,712.7 3,712.7 3,727.1 3,932.7 4,019.7 4,156.7 4,156.7 4,695.9

LiabilitiesPayables 66.7 79.7 80.0 72.0 90.0 90.0 81.5 87.2 93.3 100.0 100.0 101.8Accrued liabilities 183.0 142.1 227.3 240.4 257.1 257.1 276.9 302.2 330.0 360.4 360.4 458.1Deferred revenue 392.2 479.6 454.5 454.0 485.6 485.6 461.5 604.4 623.3 680.7 680.7 865.2Income tax payable 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Other 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Current liabilities 642.0 701.4 761.8 766.3 832.6 832.6 819.9 993.9 1,046.6 1,141.1 1,141.1 1,425.1

Non-convertible long term debt 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Convertible debt/preferred 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Preferred equity 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Deferred tax liabilities 14.9 23.9 23.9 23.9 23.9 23.9 23.9 23.9 23.9 23.9 23.9 23.9Other liabilities 61.5 70.2 70.2 70.2 70.2 70.2 70.2 70.2 70.2 70.2 70.2 70.2

Minority interest 5.0 5.1 5.1 5.1 5.1 5.1 5.1 5.1 5.1 5.1 5.1 5.1

Common & paid-in capital 2,573.8 2,719.0 2,742.9 2,766.8 2,790.7 2,790.7 2,814.6 2,838.5 2,862.4 2,886.3 2,886.3 2,886.3Treasury stock, at cost 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Retained earnings (deficit) 55.6 42.2 24.2 2.2 (9.9) (9.9) (6.7) 1.1 11.4 30.0 30.0 285.3

Liabilities & Equity 3,352.8 3,561.9 3,628.1 3,634.6 3,712.7 3,712.7 3,727.1 3,932.7 4,019.7 4,156.7 4,156.7 4,695.9

Net cash (debt) calculation

Cash 803.1 508.9 565.3 514.0 580.1 580.1 587.6 748.1 786.1 860.7 860.7 1,353.9

Off-balance sheet & equity interests 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Debt, excluding convertibles 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Convertible debt 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Preferred equity, excluding convertibles 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Net cash (debt) 803.1 508.9 565.3 514.0 580.1 580.1 587.6 748.1 786.1 860.7 860.7 1,353.9

Leverage and Return Analysis

Leverage (Net debt/EBITDA) -2.1x -1.1x -1.1x -1.2x

Return on Assets 0.5% -1.9% 1.0% 5.8%

Return on Equity 0.7% -2.4% 1.4% 8.4%

Return on Invested Capital 8.8% 1.0% 6.1% 15.7% Source: Company reports and BMO Capital Markets estimates.

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Exhibit 20. LinkedIn Cash Flow Statement ($ millions, except per-share data) $ in millions, except per share figures Fiscal Year 2014E Fiscal Year 2015E Fiscal Year Fiscal Year

December fiscal year 2013A 1QA 2QE 3QE 4QE 2014E 1QE 2QE 3QE 4QE 2015E 2016E

Cash from operationsReported GAAP net income 26.8 (13.4) (18.0) (22.0) (12.1) (65.5) 3.3 7.8 10.3 18.7 40.0 255.2Undistributed earnings allocated to preferred stockholders 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Depreciation 118.1 44.9 48.0 53.3 54.0 200.2 60.5 59.4 57.3 55.5 232.7 233.4Intangible amortization 16.4 4.8 5.0 7.0 8.0 24.8 6.2 7.3 7.5 7.5 28.5 28.7Depreciation & amortization 134.5 49.7 53.0 60.3 62.0 225.0 66.7 66.7 64.8 63.0 261.2 262.2Provision for doubtful accounts 4.8 1.2 2.5 2.7 2.9 9.3 3.1 3.4 3.7 4.0 14.1 18.7Amortization of stock comp 193.9 67.8 75.0 77.2 85.0 305.0 91.4 88.5 86.9 86.3 353.1 376.4Excess tax benefit of stock comp (43.8) (16.0) (3.8) (3.9) (4.3) (27.8) (1.8) (1.8) (1.7) (1.7) (7.1) (7.5)Changes in working capitalReceivables (102.6) (26.8) 28.7 (25.0) 20.0 (3.1) 20.4 (16.9) (18.5) (30.0) (45.0) 44.6Deferred commissions (18.2) 1.1 1.1 1.1 1.1 4.5 1.1 1.1 1.1 1.1 4.5 4.5Prepaid expenses and other assets (11.2) (11.7) (2.5) (2.5) (2.6) (19.3) (4.0) (4.1) (4.3) (4.4) (16.8) (12.8)Payables and other liabilities 114.7 (18.4) 0.3 (8.0) 18.0 (8.1) (8.5) 5.7 6.1 6.7 10.0 1.8Income taxes, net 3.1 7.9 10.1 10.7 11.4 40.1 12.3 13.4 14.7 16.0 56.4 74.8Deferred revenue 134.5 87.3 25.3 26.7 28.6 167.9 23.4 25.5 27.9 30.4 107.2 112.2Other (0.0) 0.1 (57.9) (111.4) (87.1) (256.3) (140.5) 30.5 (93.6) (56.1) (259.6) (304.3)

Cash from operating activities 436.5 128.9 113.8 5.9 123.0 371.5 66.8 219.8 97.4 134.0 517.9 825.7

Cash from investmentsCapital expenditures (278.0) (88.9) (85.0) (85.0) (85.0) (343.9) (85.0) (85.0) (85.0) (85.0) (340.0) (340.0)Net proceeds from marketable securities (1,055.4) (272.5) 0.0 0.0 0.0 (272.5) 0.0 0.0 0.0 0.0 0.0 0.0Net acquisitions/other investing (24.1) (86.5) 0.0 0.0 0.0 (86.5) 0.0 0.0 0.0 0.0 0.0 0.0

Cash from investments (1,357.5) (447.8) (85.0) (85.0) (85.0) (702.8) (85.0) (85.0) (85.0) (85.0) (340.0) (340.0)

Cash from financingDebt 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Convertible debt 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Preferred/other financing 4.2 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Proceeds from IPO, net of offering cost 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Proceeds from follow-on offering, net of offering costs 1,348.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Proceeds from early exercise of employee stock options 26.3 8.1 0.0 0.0 0.0 8.1 0.0 0.0 0.0 0.0 0.0 0.0Proceeds from exercise of warrant 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Excess tax benefit on stock comp 43.8 16.0 3.8 3.9 4.3 27.8 1.8 1.8 1.7 1.7 7.1 7.5Dividends 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0Common equity 32.0 (0.0) 23.9 23.9 23.9 71.7 23.9 23.9 23.9 23.9 95.6 0.0

Financing cash flow 1,454.2 24.1 27.7 27.8 28.2 107.7 25.7 25.7 25.6 25.6 102.7 7.5

Currency effect (0.5) 0.6 0.0 0.0 0.0 0.6 0.0 0.0 0.0 0.0 0.0 0.0Cash flow from discontinued operations 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Net change in cash 532.7 (294.2) 56.5 (51.4) 66.1 (223.0) 7.5 160.5 38.0 74.6 280.6 493.2Cash, beginning of period 270.4 803.1 508.9 565.3 514.0 803.1 580.1 587.6 748.1 786.1 580.1 860.7

Cash, end of period 803.1 508.9 565.3 514.0 580.1 580.1 587.6 748.1 786.1 860.7 860.7 1,353.9

Bottom Up Free Cash Flow

Reported GAAP net income 26.8 (65.5) 40.0 255.2+ Undistributed earnings allocated to preferred stockholders 0.0 0.0 0.0 0.0+ Depreciation & amortization 134.5 225.0 261.2 262.2+ Stock compensation 193.9 305.0 353.1 376.4+ Non-cash taxes 43.8 27.8 7.1 7.5- Captial expenditures (278.0) (343.9) (340.0) (340.0)+ Adjustment 0.0 0.0 0.0 0.0Free Cash Flow 120.9 148.4 321.3 561.3FCF/diluted share $1.03 $1.22 $2.60 $4.51FCF/diluted share growth 18.2% 18.6% 113.0% 73.6%

Top Down Free Cash Flow (BMO method)Adjusted EBITDA 376.2 514.1 805.6 1,149.9- Interest expense/other income 1.0 0.0 0.0 0.0- Cash taxes 21.3 (22.1) (143.3) (247.7)- Capital expenditures (278.0) (343.9) (340.0) (340.0)+ Adjustment 0.0 0.0 0.0 0.0Free Cash Flow 120.5 148.1 322.3 562.3FCF/diluted share $1.03 $1.22 $2.61 $4.52FCF/diluted share growth 16.4% 18.7% 114.1% 73.4% Source: Company reports and BMO Capital Markets estimates.

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LINKEDIN CORP (LNKD)

Last Price ( June 4, 2014): $156.40 Sources: IHS Global Insight, Thomson Reuters, BMO Capital Markets.

100

150

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250

100

150

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250

Quarterly Price (US$)

1995 2000 2005 2010

100

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LNKD Relative to S&P 500LNKD Relative to Internet Software & Svcs.

10

20

30

0

5

10

Revenue / Share - (US$) Price / Revenue

1995 2000 2005 2010

1

2

0

200

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EPS (4 Qtr Trailing) - (US$) Price / Earnings

FYE EPS P/E DPS Yield% Payout BV P/B ROE(Dec.) US$ US$ US$Hi - Lo Hi - Lo Hi - Lo % %

2011 0.35 >100 >100 0.00 0.0 0.0 0 8.4 14.7 6.72012 0.89 >100 67.7 0.00 0.0 0.0 0 21.9 5.7 2.8 62013 1.62 >100 64.9 0.00 0.0 0.0 0 7.7 >15 13.6 11

Current* 1.54 104.0 0.00 0.0 0 21.2 7.5 7

Range*: >100 64.9 0.0 0.0 >15 2.8

* Current EPS is the 4 Quarter Trailing to Q1/2014.* Valuation metrics are based on high and low for the fiscal year.* Range indicates the valuation range for the period presented above.

0

50

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0

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1) Mkt

2) OP

Target Price(US$) Share Price(US$)

2011 2012 201350

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LNKD Relative to S&P 500LNKD Relative to Internet Software & Svcs.

1.5

2.0

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BMO 2014FY EPS ( May 14 = 1.74 US$) First Call 2014FY Cons.EPS ( May 14 = 1.65 US$)

2011 2012 20132

3

2

3

BMO 2015FY EPS ( May 14 = 2.62 US$) First Call 2015FY Cons.EPS ( May 14 = 2.51 US$)

LNKD - Rating as of 23-Jun-11 = NR

Date Rating Change Share Price

1 28-Feb-12 NR to Mkt $86.95

2 5-Dec-13 Mkt to OP $226.44

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IMPORTANT DISCLOSURES

Analyst's Certification I, Daniel Salmon / Jeffrey M. Silber, hereby certify that the views expressed in this report accurately reflect my personal views about the subject securities or issuers. I also certify that no part of my compensation was, is, or will be, directly or indirectly, related to the specific recommendations or views expressed in this report. Analysts who prepared this report are compensated based upon (among other factors) the overall profitability of BMO Capital Markets and their affiliates, which includes the overall profitability of investment banking services. Compensation for research is based on effectiveness in generating new ideas and in communication of ideas to clients, performance of recommendations, accuracy of earnings estimates, and service to clients. Analysts employed by BMO Nesbitt Burns Inc. and/or BMO Capital Markets Ltd. are not registered as research analysts with FINRA. These analysts may not be associated persons of BMO Capital Markets Corp. and therefore may not be subject to the NASD Rule 2711 and NYSE Rule 472 restrictions on communications with a subject company, public appearances and trading securities held by a research analyst account. A redacted draft of this report was previously shown to the issuer (for fact checking purposes) and changes were made to the report before publication Methodology and Risks to Price Target/Valuation Methodology: We derive our target price for LNKD shares by triangulating the values derived by our discounted cash flow model and comparable multiple analysis on an EV/EBITDA and non-GAAP P/E basis. Risks: Risks include sustained levels of membership and usership growth, pending privacy legislation in both the US and European Union, and weakened revenue trends in the event of continued weak economic recovery and high unemployment. Distribution of Ratings (March 31, 2014)

Rating Category

BMO Rating

BMOCM US Universe*

BMOCM USIB Clients**

BMOCM USIB Clients***

BMOCM Universe****

BMOCM IB Clients*****

Starmine Universe

Buy Outperform 42.0% 21.5% 60.7% 40.8% 53.6% 53.6% Hold Market Perform 52.8% 10.8% 38.2% 52.8% 43.8% 40.8% Sell Underperform 5.2% 3.2% 1.1% 6.3% 2.7% 5.6%

* Reflects rating distribution of all companies covered by BMO Capital Markets Corp. equity research analysts. ** Reflects rating distribution of all companies from which BMO Capital Markets Corp. has received compensation for Investment Banking services as

percentage within ratings category. *** Reflects rating distribution of all companies from which BMO Capital Markets Corp. has received compensation for Investment Banking

services as percentage of Investment Banking clients. **** Reflects rating distribution of all companies covered by BMO Capital Markets equity research analysts. ***** Reflects rating distribution of all companies from which BMO Capital Markets has received compensation for Investment Banking services as

percentage of Investment Banking clients. Rating and Sector Key (as of April 5, 2013): We use the following ratings system definitions: OP = Outperform - Forecast to outperform the analyst’s coverage universe on a total return basis Mkt = Market Perform - Forecast to perform roughly in line with the analyst’s coverage universe on a total return basis Und = Underperform - Forecast to underperform the analyst’s coverage universe on a total return basis on a total return basis (S) = speculative investment; NR = No rating at this time; R = Restricted – Dissemination of research is currently restricted.

BMO Capital Markets' seven Top 15 lists guide investors to our best ideas according to different objectives (CDN Large Cap, CDN Small Cap, US Large Cap, US Small cap, Income, CDN Quant, and US Quant have replaced the Top Pick rating). Prior BMO Capital Markets Ratings System (January 4, 2010–April 4, 2013): http://researchglobal.bmocapitalmarkets.com/documents/2013/prior_rating_system.pdf Other Important Disclosures For Other Important Disclosures on the stocks discussed in this report, please go to http://researchglobal.bmocapitalmarkets.com/Public/Company_Disclosure_Public.aspx or write to Editorial Department, BMO Capital Markets, 3 Times Square, New York, NY 10036 or Editorial Department, BMO Capital Markets, 1 First Canadian Place, Toronto, Ontario, M5X 1H3.

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BMO Capital Markets Linkedln

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Dissemination of Research BMO Capital Markets Equity Research is available via our website https://research-ca.bmocapitalmarkets.com/Public/Secure/Login.aspx?ReturnUrl=/Member/Home/ResearchHome.aspx. Institutional clients may also receive our research via Thomson Reuters, Bloomberg, FactSet, and Capital IQ. Research reports and other commentary are required to be simultaneously disseminated internally and externally to our clients. General Disclaimer BMO Capital Markets” is a trade name used by the BMO Investment Banking Group, which includes the wholesale arm of Bank of Montreal and its subsidiaries BMO Nesbitt Burns Inc., BMO Capital Markets Ltd. in the U.K. and BMO Capital Markets Corp. in the U.S. BMO Nesbitt Burns Inc., BMO Capital Markets Ltd. and BMO Capital Markets Corp are affiliates. Bank of Montreal or its subsidiaries (“BMO Financial Group”) has lending arrangements with, or provide other remunerated services to, many issuers covered by BMO Capital Markets. The opinions, estimates and projections contained in this report are those of BMO Capital Markets as of the date of this report and are subject to change without notice. BMO Capital Markets endeavours to ensure that the contents have been compiled or derived from sources that we believe are reliable and contain information and opinions that are accurate and complete. However, BMO Capital Markets makes no representation or warranty, express or implied, in respect thereof, takes no responsibility for any errors and omissions contained herein and accepts no liability whatsoever for any loss arising from any use of, or reliance on, this report or its contents. Information may be available to BMO Capital Markets or its affiliates that is not reflected in this report. The information in this report is not intended to be used as the primary basis of investment decisions, and because of individual client objectives, should not be construed as advice designed to meet the particular investment needs of any investor. This material is for information purposes only and is not an offer to sell or the solicitation of an offer to buy any security. BMO Capital Markets or its affiliates will buy from or sell to customers the securities of issuers mentioned in this report on a principal basis. BMO Capital Markets or its affiliates, officers, directors or employees have a long or short position in many of the securities discussed herein, related securities or in options, futures or other derivative instruments based thereon. The reader should assume that BMO Capital Markets or its affiliates may have a conflict of interest and should not rely solely on this report in evaluating whether or not to buy or sell securities of issuers discussed herein.

Additional Matters To Canadian Residents: BMO Nesbitt Burns Inc. furnishes this report to Canadian residents and accepts responsibility for the contents herein subject to the terms set out above. Any Canadian person wishing to effect transactions in any of the securities included in this report should do so through BMO Nesbitt Burns Inc. The following applies if this research was prepared in whole or in part by Andrew Breichmanas, Iain Reid, Tony Robson, David Round, Edward Sterck or Brendan Warn: This research is not prepared subject to Canadian disclosure requirements. This research is prepared by BMO Capital Markets Limited and subject to the regulations of the Financial Conduct Authority (FCA) in the United Kingdom. FCA regulations require that a firm providing research disclose its ownership interest in the issuer that is the subject of the research if it and its affiliates own 5% or more of the equity of the issuer. Canadian regulations require that a firm providing research disclose its ownership interest in the issuer that is the subject of the research if it and its affiliates own 1% or more of the equity of the issuer that is the subject of the research. Therefore BMO Capital Markets Limited will only disclose its and its affiliates ownership interest in the subject issuer if such ownership exceeds 5% of the equity of the issuer. To U.S. Residents: BMO Capital Markets Corp. furnishes this report to U.S. residents and accepts responsibility for the contents herein, except to the extent that it refers to securities of Bank of Montreal. Any U.S. person wishing to effect transactions in any security discussed herein should do so through BMO Capital Markets Corp. To U.K. Residents: In the UK this document is published by BMO Capital Markets Limited which is authorised and regulated by the Financial Conduct Authority. The contents hereof are intended solely for the use of, and may only be issued or passed on to, (I) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (II) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together referred to as “relevant persons”). The contents hereof are not intended for the use of and may not be issued or passed on to, retail clients. Unauthorized reproduction, distribution, transmission or publication without the prior written consent of BMO Capital Markets is strictly prohibited. Click here for data vendor disclosures when referenced within a BMO Capital Markets research document.

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BMO Capital Markets Linkedln

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ADDITIONAL INFORMATION IS AVAILABLE UPON REQUEST BMO Financial Group (NYSE, TSX: BMO) is an integrated financial services provider offering a range of retail banking, wealth management, and investment and corporate banking products. BMO serves Canadian retail clients through BMO Bank of Montreal and BMO Nesbitt Burns. In the United States, personal and commercial banking clients are served by BMO Harris Bank N.A. (Member FDIC). Investment and corporate banking services are provided in Canada and the US through BMO Capital Markets.

BMO Capital Markets is a trade name used by BMO Financial Group for the wholesale banking businesses of Bank of Montreal, BMO Harris Bank N.A. (Member FDIC), BMO Ireland Plc, and Bank of Montreal (China) Co. Ltd. and the institutional broker dealer businesses of BMO Capital Markets Corp. (Member SIPC) and BMO Capital Markets GKST Inc. (Member SIPC) in the U.S., BMO Nesbitt Burns Inc. (Member Canadian Investor Protection Fund) in Canada, Europe and Asia, BMO Capital Markets Limited in Europe and Australia, and BMO Advisors Private Limited in India.

Nesbitt Burns” is a registered trademark of BMO Nesbitt Burns Corporation Limited, used under license. “BMO Capital Markets” is a trademark of Bank of Montreal, used under license. "BMO (M-Bar roundel symbol)" is a registered trademark of Bank of Montreal, used under license.

® Registered trademark of Bank of Montreal in the United States, Canada and elsewhere. TM Trademark Bank of Montreal

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