re: in re life partners holdings, inc. holdings joint plan...

RE: In re Life Partners Holdings, Inc. Plan Comparison Chart, Plan Preference Form, Extended Voting Deadline Dear Investor, As you are aware, there are two proposed plans of reorganization in the Life Partners Holdings bankruptcy case. The first has been proposed by the Chapter 11 Trustee (H. Thomas Moran II) and the Official Committee of Unsecured Creditors, and is called the “Joint Plan.” The second has been proposed by Transparency Alliance LLC and is called the “Transparency Plan.” By now, you should have received separate ballots and related election forms in the mail: one set for the Joint Plan, and another set for the Transparency Plan. These ballots allow you to vote on whether to accept or reject each Plan. The Trustee, the Committee, and Transparency have prepared a side-by-side “Plan Comparison Chart” showing the key features of the two Plans. That chart is included with this letter, and we hope that you find it helpful as you complete your ballot and election forms. We have also included a “Plan Preference Form” with this letter. This Plan Preference Form allows you to tell the Court which of the two Plans you prefer if you have voted or will vote to accept both Plans. The Court has asked that we send this form to you. If you have voted to accept both Plans (or if you intend to vote that way), and you would like to tell the Court which of the two Plans you prefer, please take the time to fill out the enclosed Plan Preference Form, and return it (i) by fax or (ii) by mail in the self-addressed envelope, so that it is received at the address or fax number below no later than 11:59 p.m. (prevailing Pacific Time) on Tuesday, August 23, 2016. If by First Class Mail:

Life Partners Holdings Preference Election c/o Epiq Bankruptcy Solutions, LLC P.O. Box 4419 Beaverton, OR 97076-4419

If by Overnight Courier or by Hand Delivery:

Life Partners Holdings Preference Election c/o Epiq Bankruptcy Solutions, LLC 10300 SW Allen Blvd Beaverton, OR 97005

If by Fax: 1-844-462-9564

Lastly, we write to inform you that the voting and election deadlines for both Plans have been extended to 11:59 p.m. (prevailing Pacific Time) on Tuesday, August 23, 2016. Moreover, the Court has authorized ballots and election forms to be submitted by fax to (i) 1-844-462-9564 for Joint Plan materials or (ii) 1-347-897-3452 for Transparency Plan materials.1 If you intend to vote for either Plan, please ensure that the appropriate ballot is returned by that date. Note that elections under both Plans, irrespective of your vote, must also be submitted by that date. Sincerely, The Trustee, the Committee, and Transparency

1 Any payments that you would like to remit will still need to go by mail pursuant to the instructions you have already received.

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF TEXAS

FORT WORTH DIVISION

IN RE:

LIFE PARTNERS HOLDINGS, INC., et al.,

Debtors,

)

)

)

)

)

)

Chapter 11

Case no. 15-40289-rfn-11

Jointly Administered

PLAN PREFERENCE FORM

You should have already received ballots for: the plan proposed by the Chapter 11

Trustee (H. Thomas Moran) and the Official Committee of Unsecured Creditors [Dkt. No. 2498]

(the “Joint Plan”), and the plan proposed by Transparency Alliance LLC [Dkt. No. 2671] (the

“Transparency Plan”). If you have voted to accept both Plans, or if you intend to vote to accept

both Plans, please use this Plan Preference Form to indicate which of the two Plans you prefer.

You may indicate your preference in Item 1 below.

ITEM 1. Indication of Plan Preference.

Please check the box above the Plan that you prefer. Please only check one of the two

boxes. Forms that check both boxes will be disregarded.

The Joint Plan The Transparency Plan

ITEM 2. Acknowledgements and Certification. By returning this Plan Preference

Form, the undersigned certifies that (i) it is the owner and holder of a Claim(s) in the Life

Partners Holdings, Inc. bankruptcy case, and/or (ii) it has full power and authority to vote to

accept or reject the both the Joint Plan and the Transparency Plan in the name of the owner and

Holder of a Claims(s) in the Life Partners Holdings, Inc. bankruptcy case.

Signature: ____________________________________________________

Print or Type Name of Claimant: __________________________________

Address: _____________________________________________________

Day Time Phone No:____________________________________________

PLAN PREFERENCE FORM Page 2

ITEM 3. Instructions. To properly complete this Plan Preference Form, you must

follow the procedures described below:

1. Complete item 1 above by checking the box above the Plan that you prefer. Please

only check one of the two boxes. Forms that check both boxes will be

disregarded.

2. Provide your name, mailing address, and a daytime telephone number in the

spaces designated in Item 2.

3. If you are completing the Plan Preference Form on behalf of another entity, you

should indicate your relationship with such entity and the capacity in which you

are signing and, if requested, submit satisfactory evidence of your authority to so

act (e.g., a power of attorney or a certified copy of board resolutions authorizing

you to so act).

4. Sign and date the Plan Preference Form.

5. Return your completed Plan Preference Form using the enclosed pre-addressed

return envelope or as follows:

If by First Class Mail to:

Life Partners Holdings Preference Election

c/o Epiq Bankruptcy Solutions, LLC

P.O. Box 4419

Beaverton, OR 97076-4419

If by Overnight Courier or by Hand Delivery:

Life Partners Holdings Preference Election

c/o Epiq Bankruptcy Solutions, LLC

10300 SW Allen Blvd

Beaverton, OR 97005

6. You may also return your completed Plan Preference From by facsimile at the

following number: 1-844-462-9564

7. Your signed and dated Plan Preference Form must be actually received by

11:59 p.m. (Prevailing Pacific Time) on Tuesday, August 23, 2016.

8. If you have any questions regarding this Plan Preference Form or these

instructions, please contact either:

Epiq Bankruptcy Solutions, LLC (the Debtors’ Balloting Agent), by phone at

(866) 841-7869 or via email to [email protected].

or

Prime Clerk, LLC (Transparency’s Balloting Agent), by phone at (855) 252-4427

(toll free) or via email to at [email protected]; include “Life

Partners” in the subject line.

Order Approving SVBE Stipulation Page 1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS

FORT WORTH DIVISION

IN RE: § § CASE NO. 15-40289-RFN-11 LIFE PARTNERS HOLDINGS, INC., et.al. § § JOINTLY ADMINISTERED Debtors. §

ORDER EXTENDING VOTING AND ELECTION DEADLINES, AUTHORIZING INVESTOR PREFERENCE FORMS, AND ALLOWING SUBMISSION BY FACSIMILE

The Stipulation as to Voting and Election Deadlines and Certain Solicitation Procedures

(the “Stipulation”)1 having come before the Court on the agreement of the counsel for the

Trustee, the Committee, and Transparency, and the Court having found that the referenced

Stipulation is good and sufficient; and the Court having considered the same and sufficient cause

appearing to the Court, the said Stipulation should be GRANTED. Now therefore, it is:

1 Capitalized terms used but not otherwise defined herein have the meanings given to them in the Stipulation.

Signed August 11, 2016

______________________________________________________________________

The following constitutes the ruling of the court and has the force and effect therein described.

United States Bankruptcy Judge

Case 15-40289-rfn11 Doc 2975 Filed 08/12/16 Entered 08/12/16 09:13:50 Page 1 of 2

Order Approving SVBE Stipulation Page 2

ORDERED that the Voting Deadlines for submitting ballots to accept or reject the Joint

Plan [Dkt. No. 2498] and the Transparency Plan [Dkt. No. 2517] shall be and hereby are

extended to August 23, 2016 at 11:59 p.m. (prevailing Pacific Time); and it is further

ORDERED that the Election Deadlines for the Joint Plan [Dkt. No. 2498] and the

Transparency Plan [Dkt. No. 2517] shall be and hereby are extended to August 23, 2016 at 11:59

p.m. (prevailing Pacific Time); and it is further

ORDERED that investors holding voting claims pursuant to the Joint Solicitation Order

and Transparency Solicitation Order shall be mailed a Preference Form, by which they may

indicate a preference between the Joint Plan and Transparency Plan, to be completed and

returned so that it is received no later than August 23, 2016 at 11:59 p.m. (prevailing Pacific

Time). Such Preference Forms shall have no impact on the tabulation of any ballots and shall

only be considered with respect to investors who vote to accept both the Joint Plan and

Transparency Plan; and it is further

ORDERED that the Tabulation Agents in these Cases shall accept completed and signed

ballots submitted by facsimile, and that the first ballot, election form, and/or Preference Form of

any duplicate ballot, election form, and/or Preference Form received shall be tabulated on behalf

of the relevant claim(s) and/or investor(s);2 and it is further

ORDERED that this Court shall retain exclusive jurisdiction over any and all disputes

arising out of or otherwise relating to this stipulation.

### END OF ORDER ###

2 This provision does not apply to submissions of non-duplicate ballots or election forms, which shall be tabulated consistent with the Stipulating Parties’ respective SVBE Procedures, or as further ordered by this Court.

Case 15-40289-rfn11 Doc 2975 Filed 08/12/16 Entered 08/12/16 09:13:50 Page 2 of 2

PLAN COMPARISON CHART

Topic Joint Plan Transparency Plan

PLAN PROPONENTS

Parties ! Chapter 11 Trustee – Court appointed fiduciary with duty to represent the best interests of the Estates

! Committee of Unsecured Creditors – Appointed by United States Trustee. Fiduciary duty to represent best interests of all Investors and unsecured creditors

! Transparency Alliance LLC (“Transparency”); affiliate of BroadRiver Asset Management, L.P. (“BroadRiver”).

! Investing own time, resources, and expertise to provide investors with an alternative to the Joint Plan.

Expertise ! Chapter 11 Trustee – Intimate knowledge of the Debtors, including institutional knowledge, and knowledge of systems and records used by the Debtors.

! Committee Members – The Committee Members are all current Investors with varied backgrounds selected by the U.S. Trustee

! Globally-recognized leader in life settlement portfolio management dedicated to life settlements.

! Robust asset management systems, compliance controls, risk management, and operational depth in life settlement investment management.

! Together with affiliates has (i) invested more than $700 million of capital in life settlements; (ii) analyzed over 50,000 policies with over $80 billion in face value; (iii) built finely-tuned portfolios for pension funds and other institutional investors, stressing realistic mortality assumptions and steady cash flow; and (iv) designed robust, proprietary information-technology platforms for analysis and management of life settlements.

! Dedicated solely to managing assets to maximize revenue for its institutional clients, allowing it engage third-party policy servicers in arms’-length transactions.

SUCCESSOR TRUSTS

Entities ! Position Holder Trust! Creditors’ Trust! IRA Partnership

! Policy Recovery Trust! Position Holder Trust! Creditors’ Trust

Post-Confirmation Governance

! Asset Servicer: Vida Capital, Inc.! Escrow Agent: Will be identified in Plan Supplement

! Asset Managers: Affiliates of Transparency and BroadRiver (Transparency PRT Trustees LP,


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! Custodian: Will be identified in Plan Supplement Transparency PHT Trustees LP)! Asset Servicers: Please see “Servicers” section below.! Creditors’ Trustee

Trustees ! Position Holder Trustee: Eduardo Espinosa! Creditors’ Trustee: Alan Jacobs

! Policy Recovery Trustee: Transparency PRT Trustees LP! Position Holder Trustee: Transparency PHT Trustees LP! Creditors’ Trustee: Judge Michael A. McConnell (Ret.)

Experience of Trustees ! Position Holder Trustee and Creditors’ Trustee are both independent third parties.

! Eduardo Espinosa, the Position Holder Trustee, has extensive experience in regulatory compliance, including reorganization experience in the fractionalized life settlements industry. See Exhibit A.

! Alan Jacobs, the Creditors’ Trustee, has over thirty-five years of experience in dispute resolution and corporate restructuring, including serving as the Plan Administrator, Disbursing Agent, and sole member of Debtor’s post-effective date management in the Texas Rangers bankruptcy case. See Exhibit B.

! Policy Recovery Trustee and Position Holder Trustee are both affiliates of Transparency Alliance, globally-recognized life settlement investment management. See “Expertise” section above for additional detail.

! Judge Michael A. McConnell (Ret.), the Creditors’ Trustee, is a former United States Bankruptcy Judge for the Northern District of Texas, and current Chairman of the Bankruptcy and Business Reorganization Practice Group for Kelly Hart & Hellman. See Exhibit D.

Compensation of Trustees ! Policy Holder Trustee: Eduardo Espinosa ($400/hr)! Creditors’ Trustee: Alan Jacobs

o (i) Retainer: $40K for first month; (ii) $20K monthly for next 11 months; (iii) $15K monthly for next 12 months; (iv) $10K monthly for next 24 months; (v) subsequent months to be agreed upon by Creditors’ Trustee and oversight board

o Success Fee from distributions: (i) 2.25% of first $20 million; (ii) 3.00% of distributions $20 million-40 million; (iii) 4.00% of distributions $40 million-100 million, subject to credit of 40% retainer fees; (iv) 3.00% of distributions over $100

! Policy Recovery Trustee and Position Holder Trustee: 0.2% per year of the face value of the outstanding Polices. Permanently capped at this amount.

! Creditors’ Trustee: (i) $25K for first month; (ii) monthly amount declining by $5K each month to minimum of $5K; and (iii) right to seek alternative arrangement with Advisory Board as circumstances warrant.


3


milliono Reimbursement of reasonable expenses

! Compensation may be modified on court approvalControl / Advisory Board Plan to be implemented and monitored by an independent

oversight board that includes fellow investors:! Bert Scalzo*! Skip Trimble*! Mark Reddus*! Jose Montemayor (former Texas Insurance

Commissioner) [Phil Loy is proposed replacement if Vida Plan Collaboration Agreement is not approved by the Bankruptcy Court]

! [fifth member to be named pursuant to Trust Agreements]

*Current Investor / Member of Unsecured Creditors’ Committee

Advisory Board with specialized expertise in workouts, bankruptcy, investment oversight, insurance regulation, asset servicing, and actuarial underwriting. See Exhibit E. Members include: ! Eleanor Kitzman! Philip R. Loy! Robert Vowler! Bettina M. Whyte! A representative of the Fractional Interest Holders! Nate Evans (serving as an observer of Advisory Board)

SERVICERS HIRED BY SUCCESSOR TRUSTS

Entities / Role Vida Capital, Inc., through its affiliates, will act as servicer: ! Institutional asset manager focused exclusively on

providing longevity-contingent investment solutions to institutions and individual investors.

! Specializes in the structuring, servicing, financing and management of life settlements, synthetic products, annuities, notes, and structured settlements.

! Senior management team has over 100 years of life settlements and life insurance experience, and extensive knowledge of alternative investing.

Rigorous system of checks and balances using multiple parties; platform that separates asset management from independent, third party asset servicing. Servicing providers are:! Fractional Interest and Trust Units Administrator:

Archway Finance and Operations – fund administrator for hedge funds, fund of funds, private equity funds, managed account managers, and private banks; more than $26 billion in assets under administration.

! Custodian/Escrow Agent: TVPX Life Settlement Services – highly experienced team that provides customized


4


! Vertically-integrated with a leading life settlement provider allowing for sourcing, diligence, closing, servicing and tracking responsibilities to be completed in-house by dedicated investment professionals.

! Currently manages over $1.1 billion of equity capital which corresponds to over 1,500 policies and $2.3 billion of face value assets.

Vida will be subject to oversight by the Position Holder Trustee and independent board described above.

fiduciary, securities intermediary and payment services to the life settlement marketplace.

! Policy Servicer: MLF LexServ, L.P. – highly-regarded and largest independent portfolio servicer in the insurance market; clients represent life settlement assets in excess of $50 billion

Servicers will be subject to oversight by the Policy Recovery Trustee and/or Position Holder Trustee, each of which will be subject to oversight by the Advisory Board described above.

Experience See Exhibit C See Exhibit F

Compensation ! One time fee of 2.8% of maturity proceeds (paid at maturity)

! Payment is tied to maturities, so Vida is taking same risk of non-payment as investors

! For policies subject to pooling via the Position Holder Trust Election: not to exceed 0.10% per year of the policies’ outstanding face value.

! For policies subject to the Continuing Interest Election or the Note Election: not to exceed 0.12% per year of the outstanding face value of the Policies.

! These amounts are permanently capped at these percentages. To the extent the actual fees charge are less than the capped percentages, the savings are passed on to the investors.

! One-time startup fee of $500,000.

Control The servicer has contractual duties of competence and care and can be terminated after notice by the Position Holder Trust for failing to perform those duties.

All service providers have contractual duties of competence, diligence, and independence, and can be fired and replaced by the Policy Recovery Trustee at any time for failing to perform those duties.


5


ELECTION RIGHTS(Non-IRA Investors)

Options Option 1 – Fractional InterestOption 2 – PoolOption 3 - Rescission (for Rescission Settlement Subclass Members)

Option 1 – 100% of Fractional Interest (not 95% certificate of ownership/ 5% beneficial interest as in Joint Plan)Option 2 – PoolOption 3 – Rescission (for Rescission Settlement Subclass Members)

Default Election Option 1 Option 1

ELECTION RIGHTS(IRA Investors)

Options Option 1 - New IRA Note:1

a. No premium obligation; b. Set face amount, recourse to IRA Partnership; c. Interest paid; d. Maturity date tied to due date; not tied to single

Policye. A “true note” that addresses the risks attendant to the

pre-bankruptcy “sham” note issued by LPIOption 2 – PoolOption 3 – Rescission (for Rescission Settlement Subclass Members)Option 4 – Convert to Fractional Interest

Option 1 – 100% of Fractional Interest Option 2 – PoolOption 3 – Class B3 Note

a. Payable from the same maturities that secured the individual investor’s pre-bankruptcy note

b. Secured by the same maturities that secured the individual investor’s pre-bankruptcy note

c. Premiums not deducted from maturity proceeds; payable by investor during the term of Class B3 Note;

d. Subject to approval by Bankruptcy Court due to tax risk.

Option 4 – Rescission (for Rescission Settlement Subclass Members)

Default Election Option 2 Option 2

1 As to positions related to policies that are noted as matured in the policy list filed with plan supplement, this option results in payout of maturity funds.


6


PRE-EFFECTIVE DATE MATURITIES

[Option 1 Election] – 95% paid in cash as soon as reasonably possible following the Effective Date; subject to the terms of the Plan (including obligation to pay Catch-Up Payment and Pre-Petition Default Amount, and deduction for withholding taxes); 5% distributed as interest in the pool on the Effective Date.

Irrespective of Election, 100% paid in cash on the Effective Date subject to the terms of the Plan (including deductions for unpaid Prepetition Default Amount, unpaid Catch-Up Payments, and withholding taxes).

EXIT FINANCING

Provided by: Vida Capital, Inc. Transparency PRT Trustees LP, as administrative agent for lenders

Amount ! Exit Loan in an amount not to exceed $55 million! Standby Line of Credit not to exceed $25 million! Backstopped by the existing Maturity Funds Facility

Exit Financing Facility providing $75 million revolving credit facility

Interest / Fee ! Commitment fee of $300,000 (Exit Loan); unused line fee each year the line of credit is outstanding in the amount the lesser of $100,000 or 0.0075 (0.75 percent) of the undrawn amount on reserve

! 13% per annum, payable (by pool) quarterly in arrears

! No commitment fee! No interest! Exit Financing Fee of 5% of gross maturity proceeds of

fractional interests held in pool! Fee not payable from investors who retain interest by way

of Continuing Interest Election or Note Election.! Because payment is tied to maturities, Lenders are taking

same risk of non-payment as pooling investorsTerm ! Outstanding balance of the Exit Loan will become due

and payable on the second anniversary of the Effective Date

! Outstanding balance of the Standby Line of Credit will become due and payable on the third anniversary of the Effective Date

! Available for the duration of Transparency Plan (10-12 years) to ensure that portfolio does not return to bankruptcy


7


! Maturity Funds Facility provides further backstop

Used for: ! Funding premiums and other ongoing expenses of the Position Holder Trust, and

! Replenishing its premium reserves

! Funding $15 million premium reserve! Any other needed purpose, including operating costs of

Policy Recovery Trust

Repayable from: Position Holder Trust ! Principal repaid from pooled maturities in Position Holder Trust;

! Continuing Interest Holders and Class B3 Note Holderspay their share of principal over 2 years following Effective Date of Transparency Plan

Lender Protections/Security

The Exit Loan and Standby Line of Credit shall be secured by all assets of Position Holder Trust, other than the New IRA Note Collateral. Post-Effective Date advances under the Maturity Funds Facility, if made, will be secured by a first lien on death benefits related to Beneficial Ownership in the Policies held by the Position Holder Trust; provided, however, that after the Effective Date draws on the Maturity Funds Facility may not be made unless (i) all sums owing to Vida then-outstanding under the exit loan and the Standby Line of Credit (described below) have been paid in full or (ii) Vida otherwise agrees.

The Exit Financing Facility shall be secured by perfected liens in all assets of the Policy Recovery Trust with respect to which liens in favor of the Administrative Agent, for the benefit of the Lenders, are granted pursuant to and in accordance with the terms of the collateral documents. The collateral shall in no event include any portion of the Policies or proceeds thereof held by any Continuing Interest Holder or Class B3 Note Holder in accordance with the terms of the Transparency Plan.

LITIGATION TRUST

Funding $12mm ! $2 million on Effective Date;! Additional $10 million available to the extent that

recoveries are less than $10 million.

Identify and Experience of Litigation Trustee

! Alan Jacobs! Experience: over thirty-five years of experience in

! Judge Michael A. McConnell (Ret.). ! Experience: former United States Bankruptcy Judge for


8


dispute resolution and corporate restructuring, including serving as the Plan Administrator, Disbursing Agent, and sole member of Debtor’s post-effective date management in the Texas Rangers bankruptcy case. See Exhibit B.

the Northern District of Texas, and current Chairman of the Bankruptcy and Business Reorganization Practice Group for Kelly Hart & Hellman. See Exhibit D.

Causes of Action ! Debtors’ pending litigation and claims! Claims assigned by Settlement Class members

! Debtors’ pending litigation and claims! Claims assigned by Settlement Class members

Beneficiaries Holders of Allowed General Unsecured Claims (includes Rescission Settlement Subclass Members who assign Additional Assigned Causes of Action, MDL Plaintiffs, and SEC); Rescinding Position Holders; Former Position Holders

Holders of Allowed General Unsecured Claims (includes Rescission Settlement Subclass Members who assign Additional Assigned Causes of Action, MDL Plaintiffs, and SEC); Investors who make Rescission Election

SEC CLAIM

Treatment ! SEC to receive Creditors’ Trust Interest; distributions to be reallocated to Investors in Creditors’ Trust, then to Position Holder Trust

! Treatment has been approved by SEC

! SEC to receive a Creditors’ Trust Interest, which will be transferred to the Policy Recovery Trust for the benefit of Policy Recovery Trust Beneficiaries.

! Treatment has not yet been formally approved by SEC, although treatment of SEC Claim under Transparency Plan is highly similar to treatment of SEC Claim under Joint Plan.

BANKRUPTCY COSTS & PROFESSIONALS’ FEES

Treatment Court will determine final amount of allowed fees, which will be paid pursuant to the Joint Plan.

! Seeking appointment of Fee Examiner to review all professional fees and costs.

! Court will determine final amount of allowed fees, which


9


will be paid pursuant to Transparency Plan.

Chapter 11 Trustee’s Fees

Are not approved or paid pursuant to the Plan, but are subject to Court approval

! Seeking appointment of Fee Examiner to review all professional fees and costs.

! Court will determine final amount of allowed fees, which will be paid pursuant to Transparency Plan.

OWNERSHIP ISSUE

Resolution / Timing ! Class Action Settlement: o has been preliminarily approved by the District

Courto has been approved by the Bankruptcy Court

! Final approval (subject only to Plan confirmation) is expected to be obtained prior to confirmation

! Class Action Settlement: o has been finalized and signed by the parties;o subject to approval by Bankruptcy Court and District

Court! Final approval estimated to take anywhere from six weeks

to four months after confirmation.

Terms ! Settle beneficial ownership claim and the Joint Plan election options for Investors

! Investors electing ownership provide 5% contribution to the pool (in exchange for an interest in and distributions from the pool)

! No obligation for Investors to make out-of-pocket payments (up front or otherwise) to cover exit financing, bankruptcy costs, or financing fees

! The Policy Holder Trust retains flexibility to sell portfolio at the appropriate time, subject to strong advisory board oversight

! Settle beneficial ownership claim in return for Transparency Plan election options for Investors

! No 5% contribution required; Investors who do not wish to pool or rescind keep 100% of policy death benefit, subject to terms of Transparency Plan.

! Accelerates distributions for investors by selling remaining policies in 10-12 years, reducing uncertainty for all investors, and de-risking policy portfolio.

! Regardless of sale, investors who desire to maintain their individual investments after sale have option to do so under Transparency Plan, under which Transparency is obligated to establish new servicer for investors.

Implementation / Effective Date

Effective Date expected to be within 30 days of confirmation (i.e. by late September or early October 2016)(Class Settlement approval required prior to Effective Date).

Effective Date expected to be approximately sixty days from confirmation (i.e., November 1, 2016). (Class Settlement approval required prior to Effective Date).


10


TERM OF PLAN

Term Up to 30 years Ten years, subject to two separate one-year extensions.

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Ancillary

receiver to

a Wash

ingto

n S

tate receiver in

connectio

n w

ith th

e liqu

idatio

n o

f a

137 acre tract o

f land in

Harris C

ounty

, Tex

as.

Secu

rities Matters

Fund fo

rmatio

ns.

Priv

ate placem

ents, in

cludin

g o

ffering m

aterials, Reg

ulatio

n D

filings an

d b

lue sk

y

coord

inatio

n.

Advise activ

ist investo

r regard

ing acq

uisitio

n th

resho

lds, g

rou

p p

articipatio

n, an

d

relevan

t reportin

g o

blig

ations.

Com

plian

ce - registered

investm

ent ad

viso

r.

Defen

ded

a $5 m

illion fo

reign ex

chan

ge fu

nd ag

ainst alleg

ations o

f securities frau

d an

d a

receiversh

ip actio

n b

rou

ght b

y th

e State o

f Tex

as.

Defen

ded

a mark

eting co

mpan

y ag

ainst th

e SE

C’s alleg

ations o

f a $22 m

illion m

arket

man

ipu

lation

.

Mem

bersh

ips a

nd

Com

mu

nity

Inv

olv

emen

t

State B

ar of T

exas

Louisian

a State B

ar

Dallas B

ar Asso

ciation

Natio

nal A

ssociatio

n o

f Fed

eral Equity

Receiv

ers

Asso

ciation fo

r Corp

orate G

row

th

Hisp

anic N

ation

al Bar A

ssociatio

n

Natio

nal S

ociety

of H

ispan

ic Masters o

f Busin

ess Ad

min

istration

Ed

uca

tion

Tulan

e Univ

ersity L

aw S

chool, J.D

., 1995.

Tulan

e Univ

ersity, M

.B.A

., 1995.

The U

niv

ersity o

f Tex

as at Austin

, B.B

.A., 1

987.

EX

HIB

IT

Alan M

. Jacobs, President A

MJ A

dvisors LLC

999 Central A

venue, Suite 208 W

oodmere, N

ew Y

ork 11598 (516) 791-1100 (O

ffice) (212) 937-2300 (Fax)

(516) 946-4470 (Cell phone)

alanmjacobs@

amjadvisors.com

CU

RR

ICU

LU

M V

ITA

E

Mr. Jacobs is a senior financial executive w

ith over thirty-five years experience in business, corporate finance, board m

emberships, turnaround and insolvency m

atters, corporate restructuring and reorganization, and dispute resolution. M

r. Jacobs was a

founding mem

ber and senior partner of the Ernst & Y

oung LLP corporate finance/restructuring and reorganization practice, w

hich he left effective September 30,

1999 and formed A

MJ A

dvisors LLC.

Mr. Jacobs generally undertakes assignm

ents inthree prim

ary service segments:

Chief restructuring officer leading a com

pany through a Chapter 11

Trustee or principal leading a company’s restructuring/liquidation activities,

principally through a post-reorganization trustB

oard of director mem

ber of a company

Mr. Jacobs has led m

any major debt restructuring assignm

ents on behalf of a variety of clientele

in a

broad range

of industries,

including apparel,

asset based

lending, autom

otive supply, computer leasing, distribution, financial services, m

anufacturing, m

ining, mortgage origination &

servicing, oil and gas, publishing, real estate, retail, softw

are, steel, textiles and regulated utilities industries.

Mr. Jacobs has been a successful advocate for his clients’ interests, providing business

analyses, strategic planning, business valuations, litigation support, and fraudulent conveyance, fraud and preference investigations. Furtherm

ore, as a trustee or principal he has initiated, directed his professionals and negotiated favorable settlem

ents of com

plex litigations leading to higher than anticipated recoveries to case beneficiaries. Further, he has directed corporate finance transactions resulting in successful sales of businesses and negotiated plans of reorganization.

AM

J Advisors L

LC

is currently providing financial advisory services or has com

pleted assignmentsin the follow

ing matters:

Current M

attersLiquidating Trustee of the D

ewey &

LeBoeuf Liquidation Trust (C

hapter 11,Southern D

istrict of New

York)

2

Liquidating Trusteeof the N

ew C

entury Liquidating Trust and Plan Adm

inistrator of A

ccess Lending under the Joint Plan of Liquidation of New

Century Financial

Corporation et al (C

hapter 11, District of D

elaware)

Trusteeof the Shared A

sset Trust under the Joint Plan of Liquidation of M

. Fabrikant & Sons, Inc. and Fabrikant-Leer International, Ltd.

(Chapter 11, Southern D

istrict of New

York)

Liquidation Trusteeof the SO

G Liquidation Trust under the Plan of Liquidation

of Salander O’R

eilly Galleries Inc. (C

hapter 11, Southern District of N

ew Y

ork)Independent D

irectorof three WA

MU

Subsidiaries of JPMorgan C

hase & C

o. Sole D

irector and Officerof V

entoux International Inc. under the Circuit C

ity Stores, Inc. M

odified Second Joint Plan of Liquidation and Confirm

ation Order

(Chapter 11, Eastern D

istrict of Virginia R

ichmond D

ivision)

Com

pleted Matters

Disbursing A

gentunder the company’s reorganization plan under w

hich creditors w

ill be paid in full and former C

hief Restructuring O

fficerof Berry H

ill Galleries,

Inc. (Chapter 11, Southern D

istrict of New

York)

Liquidating Trust Trusteefor C

omm

unications Dynam

ics Inc. Liquidating Trust (C

hapter 11, District of D

elaware)

Director

of Criim

i Mae Inc. and pre effective date Financial A

dvisor to Equity H

olders’ Com

mittee (W

ashington, DC

based real estate investment trust)

Post-Effective Date Sole O

fficer and Sellers’ Representative

pursuant to Dallas

Stars, L.P., et al. Joint Prepackaged Plan of Reorganization (C

hapter 11, District

of Delaw

are)Financial A

dvisor to Tort Claim

ants of Dow

Corning (C

hapter 11, District of

Michigan)

Chapter 7 Trustee and form

er Chapter 11 Trustee

of Edison Brothers Stores, Inc.

(Chapter 11 &

7, District of D

elaware)

Chairm

an, Director and C

hief Restructuring O

fficerofElite Model

Managem

ent Corporation (C


ew

York)

Independent Directorof First R

epublic Realty G

roup, LLC (C

hapter 11, Southern D

istrict of New

York)

Creditors’ R

epresentative under Plan of Liquidation of Grace

Industries, Inc. (Chapter 11, Eastern D

istrict of New

York) and

former C

reditors’ Com

mittee Financial A

dvisorC

hapter7 Trustee and former C

hapter 11 Trusteeof Island M

ortgage Netw

ork and A

ppOnLine.com

Inc (alleged fraud and mortgage funding irregularities,

Eastern District of N

ew Y

ork) D

irector and Chairm

an of the Board (and form

erly Chairm

an of Audit

Com

mittee) ofM

alden Mills Industries, Inc.

Director of M

otorsLiquidation Com

pany f/k/a General M

otors C

orporation (Chapter 11, Southern D

istrict of New

York)

Financial Advisor to U

nofficial Com

mittee of C

reditors of Rem

o Drug

Corporation (N

ew Y

ork)

3

Trustee and Disbursing A

gent of RESM

AE M

ortgage Corporation Liquidating

Trust (District of D

elaware)

Manager of Sharp Liquidating LLC

and former C

hapter 11 Trusteeof Sharp

International Corp (alleged accounting fraud, Eastern D

istrict of New

York)

Director and chairm

an of the audit comm

ittee ofSinger, Inc.President, Plan A

dministrator and Litigation Trust Trustee of T&

W Financial

Services (a liquidating Tacoma based leasing com

pany)Plan A

dministrator, D

isbursing Agent and sole m

ember of D

ebtor’s post-effectivedate m

anagement pursuant to Texas R

angers Baseball Partners’ Fourth A

mended

Plan of Reorganization (C

hapter 11, Northern D

istrict of Texas Fort Worth

Division)

Chief Executive O

fficer of VELO

Holdings Inc.and pre effective date C

hiefR

estructuring Officer (C


ew Y

ork)C

o-Chairm

an and Co-C

hief Executive Officer

of West C

oast Entertainment, Inc.

(managing sale of stores and w

ind-down)

Litigation support advisor and expert witness regarding the term

inated merger

agreement betw

een two m

ajor utility companies (N

ew Y

ork)Litigation support advisor regarding purchase price dispute betw

een two m

ajorutility com

panies (Pennsylvania)

PRO

FESSIO

NA

L A

FFILIA

TIO

NS A

ND

LIC

EN

SES

Am

erican Bankruptcy Institute, form

er mem

ber of Board of D

irectors and various com

mittees

Am

erican Institute of Certified Public A

ccountants; Certified Public A

ccountantA

ssociation of Certified Fraud Exam

iners; Certified Fraud Exam

iner A

ssociation of Insolvency and Restructuring A

dvisors, former m

ember of B

oard of D

irectors; Certified Insolvency and R

estructuring Advisor

Mem

ber of the Mediation Panel for the B

ankruptcy Court of the Southern D

istrict of New

Y

orkN

ew Y

ork State Society of Certified Public A

ccountants, former m

ember of Insolvency

and Bankruptcy Procedures C

omm

ittee

ED

UC

AT

ION

Kellogg (N

orthwestern U

niversity), Executive Program, 1991

New

York U

niversity, Master of B

usiness Adm

inistration, Finance, 1981 W

harton School of Finance and Com

merce of the U

niversity of Pennsylvania,B

achelor of Science, Economics, 1970

EX

HIB

IT

Vid

a Cap

ital, Inc. (to

geth

er with

its affiliates, “Vid

a”) was fo

unded

in 2

00

9 b

y Jeff S

erra

and A

ustin

Ven

tures, a p

rom

inen

t ven

ture cap

ital firm b

ased in

Austin

, Tex

as. Vid

a is a hig

hly

respected

in

stitutio

nal

asset m

anag

er fo

cused

ex

clusiv

ely

on

p

rov

idin

g

lon

gev

ity-co

ntin

gen

t

inv

estmen

t solu

tion

s to in

stitutio

ns an

d in

div

idu

al inv

estors. V

ida sp

ecializes in th

e structu

ring,

servicin

g, fin

ancin

g an

d m

anag

emen

t of life settlem

ents.

Th

rou

gh

tw

o

of

its w

ho

lly

ow

ned

su

bsid

iaries, V

ida

is both

an

S

EC

R

egistered

Inv

estmen

t A

dv

isor

and

a

leadin

g L

ife S

ettlemen

t P

rov

ider.

Offerin

g a

vertically

in

tegrated

platfo

rm w

ith in

ternal o

rigin

ation, d

iligen

ce, servicin

g, an

d trad

ing cap

abilities, V

ida h

as a staff

of 3

5 em

plo

yees w

ith sig

nifican

t exp

erience in

longev

ity assets. V

ida cu

rrently

man

ages b

oth

open

-ended

hed

ge fu

nd

and clo

sed-en

d p

rivate eq

uity

structu

red in

vestm

ent so

lutio

ns, in

clud

ing

besp

oke

separate

accou

nt

structu

res. V

ida

sits o

n th

e b

oard

s o

f th

e In

stitutio

nal

Lon

gev

ity

Mark

ets Asso

ciation

(“ILM

A”) an

d th

e Life In

suran

ce Settlem

ent A

ssociatio

n (“L

ISA

”), and

is

the C

o-U

S C

hair o

f BV

ZL

(intern

ation

al trade asso

ciation

for life settlem

ents). B

iog

raph

ies for

Vid

a perso

nnel are attach

ed b

elow

.

As o

f Feb

ruary

28, 2

01

6, V

ida’s d

iscretionary

net assets u

nd

er man

agem

ent (in

vested

plu

s com

mitted

capital) to

taled m

ore th

an $

945 m

illion, w

ith m

ore th

an $

1.7

2 b

illion in

face

valu

e of life co

ntin

gen

t assets and m

ore th

an 1

300

lives.

In

2010

Vid

a acq

uired

M

agna

Life

Settlem

ents,

Inc.

(“Mag

na”)

a licen

sed

Life

Settlem

ent P

rovid

er which

has b

een activ

e in th

e life settlemen

t industry

since 2

004. M

agn

a was

the to

p-ran

ked

life settlemen

t pro

vid

er in 2

013 an

d 2

014 b

ased o

n th

e amount o

f capital sp

ent o

n

acquirin

g

policies

in

the

second

ary

mark

et. 1 A

life

settlemen

t p

rov

ider

is licen

sed

by

the

dep

artmen

t of in

suran

ce at the state in

suran

ce level, an

d, in

most states, is a req

uired

party

in

every

life settlemen

t transactio

n in

the seco

nd

ary m

arket. M

agn

a’s is com

mitted

to q

uality

du

e

dilig

ence, ex

perien

ced m

anag

emen

t and

stron

g fin

ancial b

ackin

g. M

agna’s staff h

as significan

t

exp

erience

in

life in

suran

ce, m

edical

un

derw

riting,

claims,

actuarial

services

and

fin

ancial

mark

ets. Mag

na is licen

sed o

r able to

transact b

usin

ess in 3

7 states an

d th

e District o

f Co

lum

bia,

coverin

g m

ore th

an 9

0%

of th

e U.S

. populatio

n. 2 M

agn

a is licensed

in th

e District o

f Co

lum

bia

and th

e follo

win

g states: A

L, A

R, A

Z, C

A, C

O, C

T, D

E, F

L, G

A, IL

, IN, IA

, KS

, KY

, LA

, MD

,

MA

, MI, M

N, M

S, M

O, N

J, NM

, NY

, NC

, OH

, OR

, PA

, SC

, SD

, TN

, TX

, UT

, VA

, WA

, WI

and W

Y.

Presen

tly, at least 4

2 o

ut o

f the 5

0 states n

ow

regulate life settlem

ent tran

saction

s, 3 and

New

York

, Flo

rida, T

exas, N

ew Jersey

and C

aliforn

ia all hav

e regulatio

ns th

at require a licen

sed

entity

to p

erform

trackin

g activ

ities. Based

on

Vid

a’s review

of certain

of th

e Deb

tors’ reco

rds,

these fiv

e states represen

t a majo

rity o

f the in

sured

s cov

ered b

y th

e Po

licies, and

as set forth

above, M

agna is licen

sed in

each o

f these states.

Vid

a has also

successfu

lly tran

sacted o

n p

ortfo

lios in

ban

kru

ptcy

. For ex

ample, V

ida

pu

rchased

the U

niv

ersal Settlem

ents In

ternatio

nal In

c. po

rtfolio

ou

t of C

anad

ian receiv

ership

1 The D

eal’s 20

15

& 2

01

4 A

nn

ual M

arket S

urv

eys.

2 U.S

. Cen

sus B

ureau

, 20

13

.3 L

ife Insu

rance S

ettlem

ent A

ssociatio

n, 2

01

4.

thro

ugh an

auctio

n p

rocess m

anag

ed b

y E

rnst &

Young, an

d p

urch

ased a su

bstan

tial portio

n o

f

the A

&O

Reso

urces p

ortfo

lio fro

m its C

hap

ter 11 tru

stee. See generally In re Life Fund 5.1, LLC

, et al., Case N

o. 0

9-3

2672 (B

ank

r. N.D

. Ill.), Dock

et Nos. 6

70, 7

03.

EX

HIB

IT

MICHAEL A. MCCONNELLPartner

Fort Worth

BIOGRAPH

Y

AFFILIATION

S AND

HO

NO

RS

The Best Lawyers in Am

erica®.

Thomson Reuters

Texas Monthly

Fort Worth, Texas

EDUCATIO

N

ADM

ISSION

S

SPEECHES &

PUBLICATION

S

EX

HIB

IT

Eleanor

Kitzm

an,Chair

EleanorK

itzman

isan

insurance/reinsurancelaw

,regulationand

operationsconsultantbased

inC

olumbia,South

Carolina.She

beganherprofessionalcareeras

anassociate

attorneyw

ithA

kin,G

ump,

Strauss,H

auer&

Feldin

Austin,

Texas,and

thenspent

severalyears

working

inthe

insuranceindustry

beforem

ovingto

SouthC

arolinain

1999w

hereshe

foundedD

river’sC

hoiceInsurance

Services,LLC

.She

was

appointedD

irectorof

Insuranceby

thengovernor

Mark

Sanfordin

2004.Eleanor

alsoserved

asExecutive

Director

ofthe

SouthC

arolinaB

udgetC

ontrolBoard

in2011.

Ms.

Kitzm

anreturned

toTexas

andw

asappointed

bythen

governorR

ickPerry

asTexas

InsuranceC

omm

issioner.In

between

herstintsin

publicservice,Eleanor

worked

forG

oldman

Sachsand

StarrC

ompanies

inN

ewY

ork.Eleanor

nowm

aintainsa

diversepractice

advisinginsurance

andinsurance-related

entitiesas

aconsultant,expert

witness

andm

ediator.Eleanor

serveson

theboard

ofFLA

SH(FederalA

lliancefor

SafeH

omes),the

country’sleading

non-profitconsum

eradvocate

forstrengthening

homes

andsafeguarding

families

fromnatural

andm

an-made

disasters.Eleanorreceived

herbachelor’sdegree

fromthe

University

ofHouston

andherlaw

degreefrom

SouthTexas

College

ofLaw

.She

islicensed

topractice

lawin

Texasand

SouthC

arolinaand

isalicensed

insuranceagentin

SouthC

arolina.

PhilipR

.Loy

PhilipR

.Loyprovides

independentconsultingand

advisoryservices

toinvestors,providers

andotherparticipants

inlife

settlements

andviaticalsettlem

ents.M

r.Loyhas

worked

inthe

lifeand

viaticalsettlem

entsindustry

forover

twenty

yearsand

inthe

insuranceindustry

forthirty

years.M

r.Loyfounded

Am

ericanV

iaticalServices,LLC,w

hichhe

ledfor

22years

andbuilt

intoa

leadinglife

underwriterand

provideroflifeexpectancy

reportstothe

industry.

Priorto

AV

S,Mr.Loy

servedas

aproperty,casualty,life

andhealth

agentfor

W.S.Pharr

&C

ompany,and

was

theow

nerof

Davis

&Loy

Insurancein

Atlanta,G

A.M

r.Loy

beganhis

careerinthe

insuranceindustry

asVice

PresidentofSalesatHaas

&D

oddInsurance

Inc.Before

enteringthe

insuranceindustry,Loy

worked

inresearch

andsales

ofanalyticalinstrum

entationforbiochem

istryand

biophysicsatvarious

companies

includingThe

Hew

lett-PackardC

ompany,

Thermo-Finnigan

LLC,and

Hoffm

ann-LaR

oche,Inc.

Mr.Loy

hasserved

onthe

Board

ofD

irectorsof

theN

ationalViaticalA

ssociation,andis

thefounderofthe

LifeExpectancy

ProviderGroup.H

ecurrently

servesonthe

Board

ofDirectorsof

theLife

InsuranceSettlem

entA

ssociationand

providesindependent

advisoryservices

toB

erkshireSettlem

ents,Inc.,aleading

lifesettlem

entsprovider.

He

alsoserves

onthe

Board

ofD

irectorsthecharitable

Berkshire

Foundation,Inc.

Mr.Loy

Mr.Loy

hasa

Master’s

Degree

inbiophysics

fromthe

University

ofHouston.

He

hasthree

daughtersand

sixgrandchildren

inA

tlanta,Georgia.W

henhe

isnoton

hisfarm

inN

orthC

arolina,heisstudying

renewable

energyand

collectingA

sianand

Easternart.

RobertV

owler

Mr.V

owlerhad

a27-yearcareerw

iththe

Hershey

Trust,thelasttw

elveyears

asPresidentand

CEO

.Priortobeing

named

CEO

,heheld

theposition

ofChiefFinancialO

fficeroftheTrustfor

10years.

At

Hershey,

Mr.

Vow

leroversaw

$10billion

ininvestm

ents,including

acontrol

positionin

aFortune

500com

pany.The

Trustalso

helda

largeportfolio

ofdiversified

investments,including

alternatives.M

r.Vow

leralso

servedas

Chairm

anand

Presidentofthe

M.S.H

ersheyFoundation

anda

directoroftheH

ersheyTrust,the

M.S.H

ersheyFoundation,and

theH

ersheyEntertainm

entandR

esortsCom

pany.

Mr.V

owlerbegan

hiscareeras

aC

ertifiedPublic

Accountantand

isa

mem

beroftheA

merican

andPennsylvania

Institutesof

Certified

PublicA

ccountants.He

hasextensive

experienceas

anexpert

witness

inm

attersof

investment,

investment

managem

entand

investment

governance.C

urrentlyhe

isan

advisortoinstitutionaland

family-office

investorsand

serveson

theB

usinessA

dvisoryB

oardof

BroadR

iverA

ssetM

anagement,

L.P.H

eis

agraduate

ofthe

Advanced

Managem

entProgramofthe

Wharton

School.

Bettina

M.W

hyteB

ettinaM

Whyte

isa

nationallyrecognized

leaderinthe

financialimprovem

entandoperational

restructuringindustry

andon

matters

relatedto

corporategovernance.

At

Bettina

Whyte

Consultants,she

isfocused

onadvising

corporateboards

andm

anagementon

bestpracticesand

corporategovernance

matters.She

hasalsobeen

engagedto

mediate

numerousm

attersinvolvinghighly

complex

financialissues.

Before

startingB

ettinaW

hyteC

onsultantsin

2015,Ms.W

hytew

asa

Managing

Director

andSenior

Adviser

with

Alvarez

&M

arsal,a

globalprofessional

servicesfirm

specializingin

performance

improvem

ent,businessadvisory

servicesand

interimm

anagementin

restructuringsituations.U

ntilO

ctoberof

2007,she

was

aM

anagingD

irectorand

theH

eadof

theSpecial

SituationsG

roupatM

BIA

InsuranceC

orporation,aN

YSE

company.From

1997to

2005,Ms.

Whyte

was

aM

anagingD

irectorof

AlixPartners.D

uringher

career,shehas

alsoserved

asan

interimC

EO,C

OO

andC

hiefRestructuring

Officerofnum

erousFortune

1000public

companies

ina

broadrange

ofindustries.

Ms.W

hyteserveson

theboardsofdirectorsofA

GL

Resources(N

YSE),W

estrock(N

YSE),

andA

merisure

Insurance,a

mutual

insurancecom

pany.M

s.W

hytealso

servedon

theboard

ofA

nnie’sH

omegrow

n(N

YSE)untilO

ctober,2014,where

shehelped

guidethe

company

throughits

highlysuccessful

IPOand

ultimate

saleto

General

Mills.

Sheis

alsoon

theB

usinessA

dvisoryB

oardof

SoleraC

apital,a

privateequity

firm,

andis

Vice

Chair

ofthe

Board

ofTrusteesofthe

NationalM

useumofW

ildlifeA

rtoftheU

nitedStates.

Ms.W

hytehasa

B.S.in

IndustrialEconomicsfrom

PurdueU

niversity,where

shew

asaPhiB

etaK

appa,and

anM

BA

fromthe

Kellogg

Schoolof

Managem

entat

Northw

esternU

niversity,w

hereshe

wasthe

Cunningham

Scholar.

*Nate

Evans

*M

r.Nate

Evanswillnotbe

am

emberofthe

Advisory

Board.

He

willbe

anobserver.

Mr.N

ateEvansservesasthe

ChiefExecutive

Officerand

PresidentofMaple

LifeFinancialInc.,

MLF

LexServ,LLC,and

Maple

LifeA

nalytics,LLC.

Underhis

leadershipallthree

companies

havegrow

nfrom

asm

allverticallyintegrated

company

toone

ofthelargestand

mostrespected

enterprisesin

thesettlem

entindustry,

comprising

providerservices,

assetservicing,

actuarialconsulting

andresearch.

Mr.Evans

hasover

25years

ofm

anagement

experiencein

thelife

insuranceindustry.

Beginning

hiscareeratA

llstateFinancialw

herehe

helda

varietyofleadership

positionsover14

years.Im

mediately

priorto

joiningM

apleLife,

Mr.

Evansserved

asV

icePresident

ofZeB

U/Integrated

InsuranceTechnologies,w

herehe

ledsales,m

arketingand

consultingservices

tothe

largestUS

lifeinsurance

companies.

He

servesas

thePresidentofthe

Board

ofDirectors

atLife

InsuranceSettlem

entAssociation

(LISA)

andsits

onthe

boardof

TheLife

Settlement

Institute(LSI).

Mr.Evansisa

graduateofTrinity

College.

EX

HIB

IT

VariousService

Providers

Role

IdentityFractionalInterestA

dministrator

Archw

ayFinance

andO

perationsTrustU

nitsAdm

inistratorA

rchway

Financeand

Operations

Custodian

TVPX

LifeSettlem

entServicesEscrow

Agent

TVPX

LifeSettlem

entServicesPolicy

ServicerM

LFLexServ,L.P.

Archw

ayFinance

andO

perationsA

rchway

Financeand

Operations

(AFO

)isan

independentfundadm

inistratorfosteringa

culturew

hereaccuracy

andconfidentiality

aresacred

principles.A

FOprovides

afull

suiteof

administration

optionsfor

theaccounting

andinvestm

entoperationsof

Hedge

Funds,Fundof

Funds,PrivateEquity

Funds,Managed

Account

Managers

andPrivate

Banks.

AFO

hasm

orethan

$26billion

inassets

underadm

inistration(A

UA

).A

FOfund

administration

servicesare

SOC

ITypeII

compliantw

iththe

Statementon

Standardsfor

Attestation

Engagements

(SSAE

16).Archw

ayTechnology

Partners,LLC(A

rchway)

isa

software

andservice

company

whose

comprehensive

productsuite

supportsthe

accounting,investm

entm

anagement

andreporting

functionsfor

SingleFam

ilyO

ffices,Multi-Fam

ilyO

ffices,PrivateB

anks,InvestmentA

dvisorsand

Hedge

Funds.A

rchway’s

proprietarytechnology,

ATW

eb,is

anenterprise

grade,w

eb-deployed

applicationthatenables

clientsto

dramatically

simplify

operations,managem

entandreporting

througha

single,integratedplatform

.A

rchway

hasm

orethan

$220billion

inassetson

theA

TWeb

platform.

AFO

combines

thetechnical

expertiseof

ATW

eb,Archw

ay’sflagship

platform,w

ithitsindustry

knowledge

andaccounting

expertiseto

seamlessly

helpfirm

sruntheir

backoffice

processes.Archw

ay’sprim

arydata

centerforcolocationservices

islocated

ataSO

C2

compliantfacility

(fullauditavailableforreview

),basedin

Indianapolis,IN(U

SA)and

staffedw

ithonsite

engineersand

securitystaff

24/7/365.A

dditionally,a

secondarydata

centerfor

disasterrecoveryis

locatedatanotherSO

C2

compliantfacility

(fullauditavailableforreview

),based

inLouisville,

KY

(USA

),and

alsostaffed

with

onsiteengineers

andsecurity

staff24/7/365.

AFO

andA

rchway

donot

haveany

comm

ercialrelationship

with

Transparencyor

Transparency’saffiliates.

TV

PXL

ifeSettlem

entServicesTV

PXLife

Settlement

Servicesoperates

underthe

TVPX

umbrella

ofaffiliated

companies.

TVPX

1031Exchange

Com

pany,isthe

leadingprovider

ofqualified

intermediary

servicesfortax-deferred

1031like-kind

exchangesforaircraft.

TVPX

TrustServices,formed

in2014,

hasbecom

eone

ofthe

leadingproviders

oftrust

andother

fiduciaryservices

tothe

aviationm

arket.In

early2016,TV

PXexpanded

intoLife

Settlements

byestablishing

TVPX

LifeSettlem

entServices

(“TVPX

LSS”).TV

PXLSS

isa

boutiqueservicer

thatprovides

ahighly

customized

collectionof

fiduciary,securitiesinterm

ediaryand

payment

servicesto

theLife

Settlementm

arketplace.The

TVPX

LSSteam

isthe

mostexperienced

inthe

industryw

ithover50

yearsofcom

binedexperience

inlife

settlements

duringw

hichtim

ethe

TVPX

LSSteam

hashandled

escrow,

custodialand

securitiesinterm

ediarytransactions

involvingover

5,000settled

policies.TV

PXdoes

nothave

anycom

mercial

relationshipw

ithTransparency

orTransparency’saffiliates.

ML

FL

exServ,L.P.

MLF

LexServ,L.P.("LexServ")is

thelargest

independentportfolio

servicerin

thesecondary

insurancem

arketand

isw

idelyregarded

asthe

bestin

class.The

firmis

owned

byC

antorFitzgerald

andR

eservoirC

apitalG

roup.In

anindustry

ofapproxim

ately$85

billionof

faceam

ount,M

LFclients

representlife

settlement

assetsin

excessof

$50billion.

Typicallife

settlement

servicersextend

lessthan

$5m

illionof

errorsand

omissions

insuranceto

clients,w

hileLexServ

maintains

$40m

illionof

suchcoverage.

LexServhas

always

beenat

theforefront

ofoperational

compliance

andcontrol.

LexServw

asone

ofonly

two

serviceorganizationsto

receivea

rankingfrom

S&P

in2005.In

addition,LexServhascom

pletedSSA

E-16

TypeII

Operational

Control

auditsw

ithexternal

auditfirm

sannually

since2012.

re: in re life partners holdings, inc. holdings joint plan...

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