ISSUER AND CO-ISSUER General The Issuer was incorporated in the Cayman Islands on February 16. 2011. It is an exempted company incorporated with limited liability subject to the Companies Law. The registration number of the Issuer is MC-252149. The principal office of the Issuer is at the office of the Administrator (telephone 345-945-7099). As of the Closing Date, the authorized share capital of the Issuer will consist of 250 Ordinary Shares, U.S.$1.00 par value per share, all of which have been issued and are held by the Share Trustee pursuant to a declaration of trust and 80,000 Preferred Shares, of which 36,780 are expected to be issued on the Closing Date, adjusted to reflect any change in the allocation between the Subordinated Notes and Preferred Shares prior to the Closing Date. The Issuer has been established as a special purpose compare• for the purpose of issuing the Securities and the Ordinary Shares and the management of the Collateral and other related transactions. Other than those activities incidental to its incorporation and the acquisition of Collateral Obligations in anticipation of the Closing Date and activities incidental thereto, the Issuer has not previously carried on any business activities. The Issuer will receive payments of interest as the principal source of its income. The Co-Issuer was formed in the State of Delaware on June 2, 2011 under the Delaware Limited Liability Company Act, and its operations will be governed by that statute. The principal office of the Co-Issuer will be do CICS. LLC, 225 West Washington Street, Suite 2200. Chicago. IL 60606 (telephone 312-775-1007). The Delaware file number of the Co-Issuer is 4991333. The Co-Issuer will not have any assets other than nominal equity capital and will not pledge any assets to secure the Notes. The Co-Issuer has no prior operating experience. The Co-Issuer has been established as a special purpose company for the purpose of issuing the Senior Notes. Neither