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Forward-Looking Statements
Statements in this presentation regarding First Marblehead’s strategy, competitive position, the demand for private education loans, growth prospects, the characteristics, pricing or
performance of future Monogram-based private education loan portfolios and our expectations to future financial success, as well as any other statements that are not purely historical,
constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based
on our historical performance and on our plans, estimates and expectations as of November 15, 2012. The inclusion of this forward-looking information should not be regarded as a
representation by us or any other person that the future results, plans, estimates and expectations expressed or implied by us will be achieved. You are cautioned that matters subject
to forward-looking statements involve known and unknown risks and uncertainties, including economic, legislative, regulatory, competitive and other factors, which may cause our
actual financial or operating results, facilitated loan volumes and resulting cash flows or financing-related revenues, or the timing of events, to be materially different than those
expressed or implied by forward-looking statements. Important factors that could cause or contribute to such differences include: market acceptance of, and demand for, our
Monogram® platform and fee-based service offerings; the successful sales and marketing of Monogram-based loan offerings, including the volume of loan applications and the extent
to which loan applications ultimately result in booked loans; the volume, timing and performance of disbursed loans; the size and structure of any credit enhancement provided by us
in connection with our Monogram platform; our success in designing, implementing and commercializing private education loan programs through Union Federal Savings Bank,
including receipt of and compliance with regulatory approvals and conditions with respect to such programs; capital markets conditions and our ability to structure securitizations or
alternative financings; the size, structure and timing of any such securitizations or alternative financings; any investigation, audit, claim, regulatory action or suit relating to the
transfer of the trust certificate of NC Residuals Owners Trust or the asset services agreement between the purchaser and us, including any challenge to tax refunds previously received
as a result of the audit being conducted by the Internal Revenue Service; resolution of litigation and regulatory proceedings pertaining to our Massachusetts state income tax returns;
the estimates and assumptions we make in preparing our financial statements, including quantitative and qualitative factors used in determining the estimate of the fair value of our
service revenue receivables; our success in realizing the anticipated benefits of our acquisition of the operating assets of Cology, Inc. and certain of its affiliates; and the other factors
set forth under the caption “Part II- Item 1A. Risk Factors” in First Marblehead’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 8,
2012. Important factors that could cause or contribute to future adjustments to the estimates and assumptions we make in preparing our financial statements include: actual
transactions or market observations relating to asset-backed securities, loan portfolios or corporate debt securities; variance between our performance assumptions and the actual
performance of the loan portfolios held by the GATE Trusts, Union Federal Savings Bank or our clients (the “Portfolios”); economic, legislative, regulatory, competitive and other factors
affecting discount, default, recovery and prepayment rates on the Portfolios, including general economic conditions, the consumer credit environment and unemployment rates;
management’s determination of which qualitative and quantitative factors should be weighed in our estimates, and the weight to be given to such factors; capital markets receptivity
to securities backed by private education loans; and interest rate trends. We specifically disclaim any obligation to update any forward-looking statements as a result of developments
occurring after the date of this presentation, even if our estimates change, and you should not rely on those statements as representing our views as of any date subsequent to the
date of this presentation
Disclaimer
The information in this presentation is intended to provide a broad overview of a portfolio of private education loans previously facilitated by First Marblehead. Neither First Marblehead
nor any other party is offering any securities by making this presentation or soliciting any action based upon the information provided. Nothing in this presentation should be relied
upon as a representation by First Marblehead, or any other person, as to the future performance of any securities that may be issued in the future. The information contained herein is
intended to be illustrative only, and historical collateral pools may not be representative of any future collateral pool. Investing in our common stock involves a high degree of risk.
Prior to purchasing any shares, you should carefully consider the risks and uncertainties described in the reports we file from time to time with the Securities and Exchange
Commission.
