Press Release

3/13/06 – Sales of shares by selling shareholders continue to be popular in the recent IPO market. Since 2003 a third or more of each year’s IPOs included shares of insiders in the IPO offering. The yearly percentage of IPOs including secondary shares in the underwritten portion of the offering is ticking downwards, though, as we march forward from 2003’s abysmal year in new issuances. Year-to-date the percentage of IPOs with insiders selling in the offering has dipped just below 35% from around 40% in ’03.

If it were not for the continued offering of Blank Check IPOs, the overall yearly percentages of IPOs with secondary shares, however, would be holding relatively flat at around 40% with the exception of 2004 when the adjusted percentage was off about three points. Blank Checks by nature do not contain selling shareholders and there has been a steady rise of Blank Checks (as previously reported).

Year	Total IPOs	%age w/ Secondary Shares	Blank Check IPOs	Adjusted %age
2003	87	40.2%	1	40.7%
2004	253	35.7%	12	37.3%
2005	234	35.9%	28	40.8%
2006*	45	35.1%	7	42.1%

So far this year, the lower ranges of IPOs with secondary shares as a portion of the offer continue to stay in line with the previous year. The larger secondary share deals to date have been relatively absent, though. Only two issuers this year have broken the 50% secondary share threshold. One was entirely an offering of secondary shares – last month’s Mexican privatization of Grupo Aeroportuario del Pacifico, S.A. de C.V. (2/23/06) lead managed in the U.S. by Credit Suisse. The selling shareholder, a Mexican trust, was represented by Nacionale Financiera, S.N.C. (“NAFIN”), “a Mexican national credit institution and development bank owned and controlled by the Mexican government”, as trustee. The Mexican trust held 85% of the company’s outstanding capital stock (the Series B Shares used in part as the basis for the ADSs issued in the U.S.) which was transferred in August 2004 by the Mexican government. The remaining 15% of capital stock is held in the form of Series BB Shares by Aeropuertos Mexicanos del Pacifico, S.A. de C.V. (“AMP”) acquired in a public bidding process in 1999 which was the first stage in the Mexican privatization process of the airport group.

The other was Friday's offering of TAM S.A., another Central/South American air transportation related company. The offering, 88% of which was comprised of secondary shares, was also lead managed by Credit Suisse.

Range of Secondary Shares in IPO	YTD 2006*	% of Total	2005	% of Total
100% Secondary	1	2.2%	8	3.4%
>75% to 100%	1	2.2%	2	0.9%
>50% to 75%	0	--	8	3.4%
50%	2	4.4%	2	0.9%
>25% to < 50%	5	11.1%	30	12.8%
>0% to 25%	7	15.6%	34	14.5%
100% Primary	29	64.4%	150	64.1%
Total	45		234

Final Pricing v. Initial Price Range: This year’s IPO offerings including secondary shares are actually fairing a bit better than the overall IPO market. Three-quarters of this year’s 16 IPOs that included underwritten secondary shares priced at or above the midpoint of the initially filed price range. Only about half of the 29 IPOs without insiders selling were able to do the same. In the overall IPO market this year 60% of new issuers priced at or above the midpoint.

Currently Trading: Do investors shy away from IPOs which have selling shareholder participation? As discussed above, demand exhibited by the final pricing is one indicator that it may not be so. As for aftermarket performance, this year’s IPOs for the most part are trading at or above their final pricings – 68% are up or even as of 3/7/06*. Similarly, among those IPOs which included secondary shares, 11 (68.8% of all IPOs with secondary shares) are trading up or even with ten above and one remaining flat. Morgan Stanley and SG Cowen & Co.’s offering of Chipotle Mexican Grill, Inc. (1/25/06) leads ‘06’s IPOs with selling shareholders participating in the offering. The fast-food Mexican restaurant chain is currently trading 91.4% above its offer price of $22.00 per share. Chipotle leads all of ‘06’s IPOs as well outperforming by more than thirty percentage points, the next best NightHawk Radiology Holdings, Inc. (2/8/06) also led by Morgan Stanley. The provider of off-hour radiology services also included selling shareholders in the IPO offering.

Green Shoe Secondary Shares: Shareholders selling through the underwriters’ overallotment option trails that of shareholder sales through the offer by a couple of percentage points year-over-year.

Year	Total IPOs	%age w/ Secondary Shares In Overallotment	Blank Check IPOs	Adjusted %age
2003	87	35.4%	1	36.0%
2004	253	32.1%	12	33.6%
2005	234	32.9%	28	37.4%
2006*	45	28.9%	7	34.2%

Sometimes shareholders are able to sell in the overallotment option where they may not have been able to do so in the offer. Last year there were 23 IPOs which had no secondary shares as part of the offering but in which pre-IPO investors were able to sell shares through overallotment. Deep-sea freight transporters (SIC Code 4412) did well for themselves in the Green Shoe, as four of the ten to go public last year were able to sell off part of their insiders’ holdings through the option. Meanwhile, only one of the shippers had shareholders able to sell through the main offering. And, half of the six telephone communications offerings (SIC 4813) had selling shareholders who were able to sell shares through the Green Shoe.

So far this year, only two issuers have been able to sell shareholders holdings through the overallotment if not through the IPO offering, both in late January. Traffic.com, Inc. (1/25/06) and IncrediMail Ltd. (1/30/06) had no secondary shares in the underwritten offering but were able to have shareholders participate in the overallotment option with the underwriters. Traffic.com’s Green Shoe was exercisable by lead managers WR Hambrecht+Co and JMP Securities LLC over a standard thirty-day period while Israeli-based IncrediMail’s insiders may have waited as long as 45 days for the underwriters led by Maxim Group to exercise their option to buy additional shares.

Year	Total of IPOs w/ Secondary Shares In Over-allotment	IPOs w/ Secondary Shares Only in Over-allotment (Not in the Offering)	Percent of IPOs w/ Secondary Shares Only in Over-allotment
2003	31	4	12.9%
2004	81	17	21.0%
2005	77	23	29.9%
2006*	13	2	15.4%

Traffic.com is currently trading about 23% off its offer price while IncrediMail is up almost 5%.

* IPO Vital Signs aftermarket statistics exclude 1) unit offerings (units comprising of underlying equity and/or derivative equity) such as Blank Check IPOs, and 2) combined offerings (simultaneous offering of dual classes of equity or mix of equity and derivatives) such as this year’s American Telecom Services, Inc. an offering of shares and warrants.