X0206 3 2013-11-07 0 0001580185 JGWPT Holdings Inc. JGW 0001577126 Miller David C/O JGWPT HOLDINGS INC. 201 KING OF PRUSSIA ROAD, SUITE 501 RADNOR PA 19087-5148 1 1 0 0 CEO and COB Common Interests Class A Common Stock 523402 D Each Common Interest of JGWPT Holdings, LLC (the "Company") is exchangeable for one share of Class A common stock, par value of $0.00001 per share of JGWPT Holdings Inc. (the "Issuer") on a one for one basis, subject to the terms and conditions of the Amended and Restated Limited Liability Company Agreement of the Company and the Amended and Restated Certificate of Incorporation of the Issuer. Exchanges of these Common Interests are subject to a lock up agreement expiring 180 days after the date hereof unless earlier terminated. The right to exchange Common Interests is not subject to an expiration date. JGW Holdco, LLC is the direct owner of 8,400,024 Common Interests. JG Wentworth, Inc. is the managing member of JGW HoldCo, LLC. Mr. Miller is a director of JG Wentworth, Inc. As a result, Mr. Miller may be deemed a beneficial owner of Common Interests held JGW Holdco, LLC. Mr. Miller disclaims beneficial ownership of any Common Interests held by JGW Holdco, LLC. /s/ Stephen Kirkwood, as Attorney-in-Fact 2013-11-07