The Issuer is a Bermuda exempted company and is owned by a Bermuda purpose trust. The Issuer was incorporated under the laws of Bermuda on February 9, 2012. As of the Initial Issuance Date, the Issuer will not be licensed as a special purpose insurer under the Bermuda Insurance Act 1978, as amended. The Issuer may in the future apply to obtain a license as a special purpose insurer under the laws of Bermuda. If the Issuer does obtain such license in Bermuda, the Issuer will not become a licensed insurance or reinsurance company in any state of the U.S. or in any jurisdiction other than Bermuda.

The Issuer’s business will consist solely of the issuance of one or more Series of Notes under the Program, each of which will contain one or more Classes of Notes, as described in this Offering Circular and in the applicable Offering Circular Supplement and the entering into and performance of the respective Risk Transfer Contracts, and related agreements and activities, as described in this Offering Circular and the applicable Offering Circular Supplement.