Guarantee of L Bonds | (19) Guarantee of L Bonds We are publicly offering and selling L Bonds under a registration statement declared effective by the SEC, as described in Note 8. Our obligations under the L Bonds are secured by substantially all the assets of GWG Holdings, a pledge of all our common stock held individually by our largest stockholders, and by a guarantee and corresponding grant of a security interest in substantially all the assets of GWG Life. As a guarantor, GWG Life has fully and unconditionally guaranteed the payment of principal and interest on the L Bonds. GWG Life’s equity in DLP IV serve as collateral for our L Bond obligations. Substantially all of our life insurance policies are held by DLP IV and the Trust. The policies held by DLP IV are not collateral for the L Bond obligations as such policies are pledged to the senior credit facility with LNV Corporation. The consolidating financial statements are presented in lieu of separate financial statements and other related disclosures of the subsidiary guarantor and issuer, because management does not believe that separate financial statements and related disclosures would be material to investors. There are currently no significant restrictions on the ability of GWG Holdings or GWG Life, the guarantor subsidiary, to obtain funds from its subsidiaries by dividend or loan, except as described in these notes. A substantial majority of insurance policies we currently own are subject to a collateral arrangement with LNV Corporation described in Note 6. Under this arrangement, we are required to maintain a collection account that is used to collect policy benefits from pledged policies, pay interest and other charges under the facility, and distribute funds to pay down the facility. The following represents consolidating financial information as of September 30, 2017 and December 31, 2016, with respect to the financial position, and for the three and nine months ended September 30, 2017 and 2016, with respect to results of operations and cash flows of GWG Holdings and its subsidiaries. The parent column presents the financial information of GWG Holdings, the primary obligor for the L Bonds. The guarantor subsidiary column represents the financial information of GWG Life, the guarantor subsidiary of the L Bonds, presenting its investment in DLP IV and the Trust under the equity method. The non-guarantor subsidiaries column presents the financial information of all non-guarantor subsidiaries, including DLP IV and the Trust. Condensed Consolidating Balance Sheets September 30, 2017 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated A S S E T S Cash and cash equivalents $ 31,382,104 $ 82,587,231 $ 1,376,146 $ - $ 115,345,481 Restricted cash - 2,647,121 3,172,109 - 5,819,230 Investment in life insurance policies, at fair value - 45,962,331 574,135,607 - 620,097,938 Secured MCA advances - - 2,623,657 - 2,623,657 Life insurance policy benefits receivable - - 14,597,000 - 14,597,000 Deferred taxes, net 4,384,546 - - - 4,384,546 Other assets 1,883,433 2,013,796 61,584 (134,613 ) 3,824,200 Investment in subsidiaries 519,803,823 385,753,794 - (905,557,617 ) - TOTAL ASSETS $ 557,453,906 $ 518,964,273 $ 595,966,103 $ (905,692,230 ) $ 766,692,052 L I A B I L I T I E S & S T O C K H O L D E R S' E Q U I T Y LIABILITIES Senior credit facility $ - $ - $ 201,978,580 $ - $ 201,978,580 L Bonds 413,060,517 - - - 413,060,517 Accounts payable 1,062,708 1,259,708 1,392,820 - 3,715,236 Interest and dividends payable 10,541,613 - 2,980,582 (1,021 ) 13,521,174 Other accrued expenses 1,165,044 1,351,379 409,690 (133,592 ) 2,792,521 TOTAL LIABILITIES 425,829,882 2,611,087 206,761,672 (134,613 ) 635,068,028 STOCKHOLDERS’ EQUITY Member’s capital - 516,353,186 389,204,431 (905,557,617 ) - Convertible preferred stock 19,408,980 - - - 19,408,980 Redeemable preferred stock and Series 2 redeemable preferred stock 140,828,380 - - - 140,828,380 Common stock 5,814 - - - 5,814 Accumulated deficit (28,619,150 ) - - - (28,619,150 ) TOTAL STOCKHOLDERS’ EQUITY 131,624,024 516,353,186 389,204,431 (905,557,617 ) 131,624,024 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 557,453,906 $ 518,964,273 $ 595,966,103 $ (905,692,230 ) $ 766,692,052 December 31, 2016 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated A S S E T S Cash and cash equivalents $ 28,481,047 $ 49,360,952 $ 644,983 $ - $ 78,486,982 Restricted cash - 2,117,649 35,708,947 - 37,826,596 Investment in life insurance policies, at fair value - 41,277,896 469,914,458 - 511,192,354 Secured MCA advances - - 5,703,147 - 5,703,147 Life insurance policy benefits receivable - - 5,345,000 - 5,345,000 Other assets 3,854,233 2,056,822 810,640 (2,033,592 ) 4,688,103 Investment in subsidiaries 429,971,148 352,337,037 - (782,308,185 ) - TOTAL ASSETS $ 462,306,428 $ 447,150,356 $ 518,127,175 $ (784,341,777 ) $ 643,242,182 L I A B I L I T I E S & S T O C K H O L D E R S’ E Q U I T Y LIABILITIES Senior credit facilities $ - $ - $ 156,064,818 $ - $ 156,064,818 Series I Secured Notes - 16,404,836 - - 16,404,836 L Bonds 381,312,587 - - - 381,312,587 Accounts payable 853,470 731,697 641,545 - 2,226,712 Interest and dividends payable 9,882,133 3,743,277 2,535,189 - 16,160,599 Other accrued expenses 862,369 544,032 2,303,952 (2,033,592 ) 1,676,761 Deferred taxes, net 2,097,371 - - - 2,097,371 TOTAL LIABILITIES 395,007,930 21,423,842 161,545,504 (2,033,592 ) 575,943,684 STOCKHOLDERS’ EQUITY Member’s capital - 425,726,514 356,581,671 (782,308,185 ) - Convertible preferred stock 19,701,133 - - - 19,701,133 Redeemable preferred stock 59,025,164 - - - 59,025,164 Common stock 5,980 - - - 5,980 Additional paid-in capital 7,383,515 - - - 7,383,515 Accumulated deficit (18,817,294 ) - - - (18,817,294 ) TOTAL STOCKHOLDERS’ EQUITY 67,298,498 425,726,514 356,581,671 (782,308,185 ) 67,298,498 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 462,306,428 $ 447,150,356 $ 518,127,175 $ (784,341,777 ) $ 643,242,182 Condensed Consolidating Statements of Operations For the three months ended September 30, 2017 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated REVENUE Policy servicing income $ - $ 125,525 $ - $ (105,525 ) $ 20,000 Gain on life insurance policies, net - 2,780,544 11,640,809 - 14,421,353 MCA income - - 100,367 - 100,367 Interest and other income 40,044 (12,115 ) 139,498 (12,104 ) 155,323 TOTAL REVENUE 40,044 2,893,954 11,880,674 (117,629 ) 14,697,043 EXPENSES Policy servicing fees - - 105,525 (105,525 ) - Interest expense 9,907,959 253,422 3,126,130 (12,104 ) 13,275,407 Employee compensation and benefits 2,140,675 1,413,103 238,318 - 3,792,096 Legal and professional fees 746,939 246,691 663,460 - 1,657,090 Provision for MCA advances - - 28,000 - 28,000 Other expenses 1,743,730 711,528 315,938 - 2,771,196 TOTAL EXPENSES 14,539,303 2,624,744 4,477,371 (117,629 ) 21,523,789 INCOME (LOSS) BEFORE EQUITY IN INCOME OF SUBSIDIARIES (14,499,259 ) 269,210 7,403,303 - (6,826,746 ) EQUITY IN INCOME OF SUBSIDIARIES 7,672,513 8,263,120 - (15,935,633 ) - INCOME (LOSS) BEFORE INCOME TAXES (6,826,746 ) 8,532,330 7,403,303 (15,935,633 ) (6,826,746 ) INCOME TAX BENEFIT (2,764,243 ) - - - (2,764,243 ) NET INCOME (LOSS) (4,062,503 ) 8,532,330 7,403,303 (15,935,633 ) (4,062,503 ) Preferred stock dividends 3,548,165 - - - 3,548,165 NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (7,610,668 ) $ 8,532,330 $ 7,403,303 $ (15,935,633 ) $ (7,610,668 ) For the three months ended September 30, 2016 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated REVENUE Policy servicing income $ - $ - $ - $ - $ - Gain on life insurance policies, net - - 13,509,755 - 13,509,755 MCA income - - 286,225 - 286,225 Interest and other income 75,808 30,126 83,313 (64,249 ) 124,998 TOTAL REVENUE 75,808 30,126 13,879,293 (64,249 ) 13,920,978 EXPENSES Policy servicing fees - - - - - Interest expense 8,705,950 554,938 1,746,151 (64,249 ) 10,942,790 Employee compensation and benefits 1,718,683 1,038,058 155,722 - 2,912,463 Legal and professional fees 263,917 297,804 25,109 - 586,830 Other expenses 1,464,498 803,106 595,608 - 2,863,212 TOTAL EXPENSES 12,153,048 2,693,906 2,522,590 (64,249 ) 17,305,295 INCOME (LOSS) BEFORE EQUITY IN INCOME OF SUBSIDIARIES (12,077,240 ) (2,663,780 ) 11,356,703 - (3,384,317 ) EQUITY IN INCOME OF SUBSIDIARIES 8,692,923 11,361,329 - (20,054,252 ) - INCOME BEFORE INCOME TAXES (3,384,317 ) 8,697,549 11,356,703 (20,054,252 ) (3,384,317 ) INCOME TAX BENEFIT (1,428,130 ) - - - (1,428,130 ) NET INCOME (1,956,187 ) 8,697,549 11,356,703 (20,054,252 ) (1,956,187 ) Preferred stock dividends 1,041,178 - - - 1,041,178 NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (2,997,365 ) $ 8,697,549 $ 11,356,703 $ (20,054,252 ) $ (2,997,365 ) For the nine months ended September 30, 2017 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated REVENUE Policy servicing income $ - $ 311,800 $ - $ (291,800 ) $ 20,000 Gain on life insurance policies, net - 4,481,555 40,635,883 - 45,117,438 MCA income - - 480,526 - 480,526 Interest and other income 194,273 36,895 683,141 (79,300 ) 835,009 TOTAL REVENUE 194,273 4,830,250 41,799,550 (371,100 ) 46,452,973 EXPENSES Policy servicing fees - - 291,800 (291,800 ) - Interest expense 27,495,867 930,837 10,418,243 (79,300 ) 38,765,647 Employee compensation and benefits 6,179,032 4,163,873 353,550 - 10,696,455 Legal and professional fees 1,524,510 687,240 1,722,277 - 3,934,027 Provision for MCA advances - - 906,000 - 906,000 Other expenses 5,291,881 2,244,577 898,159 - 8,434,617 TOTAL EXPENSES 40,491,290 8,026,527 14,590,029 (371,100 ) 62,736,746 INCOME (LOSS) BEFORE EQUITY IN INCOME OF SUBSIDIARIES (40,297,017 ) (3,196,277 ) 27,209,521 - (16,283,773 ) EQUITY IN INCOME OF SUBSIDIARIES 24,013,244 29,569,105 - (53,582,349 ) - INCOME (LOSS) BEFORE INCOME TAXES (16,283,773 ) 26,372,828 27,209,521 (53,582,349 ) (16,283,773 ) INCOME TAX BENEFIT (6,481,917 ) - - - (6,481,917 ) NET INCOME (LOSS) (9,801,856 ) 26,372,828 27,209,521 (53,582,349 ) (9,801,856 ) Preferred stock dividends 7,447,022 - - - 7,447,022 NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (17,248,878 ) $ 26,372,828 $ 27,209,521 $ (53,582,349 ) $ (17,248,878 ) For the nine months ended September 30, 2016 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated REVENUE Policy servicing income $ - $ 13,417 $ - $ (13,417 ) $ - Gain on life insurance policies, net - - 51,606,815 - 51,606,815 MCA income - - 654,441 - 654,441 Interest and other income 181,828 31,137 282,259 (154,126 ) 341,098 TOTAL REVENUE 181,828 44,554 52,543,515 (167,543 ) 52,602,354 EXPENSES Policy servicing fees - - 13,417 (13,417 ) - Interest expense 23,323,987 1,856,909 4,829,831 (154,126 ) 29,856,601 Employee compensation and benefits 4,894,006 3,151,107 405,055 - 8,450,168 Legal and professional fees 1,642,252 1,308,959 146,101 - 3,097,312 Other expenses 4,241,825 2,197,133 1,169,099 - 7,608,057 TOTAL EXPENSES 34,102,070 8,514,108 6,563,503 (167,543 ) 49,012,138 INCOME (LOSS) BEFORE EQUITY IN INCOME OF SUBSIDIARIES (33,920,242 ) (8,469,554 ) 45,980,012 - 3,590,216 EQUITY IN INCOME OF SUBSIDIARIES 37,510,458 46,497,731 - (84,008,189 ) - INCOME BEFORE INCOME TAXES 3,590,216 38,028,177 45,980,012 (84,008,189 ) 3,590,216 INCOME TAX EXPENSE 1,478,617 - - - 1,478,617 NET INCOME 2,111,599 38,028,177 45,980,012 (84,008,189 ) 2,111,599 Preferred stock dividends 2,153,333 - - - 2,153,333 NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (41,734 ) $ 38,028,177 $ 45,980,012 $ (84,008,189 ) $ (41,734 ) Condensed Consolidating Statements of Cash Flows For the three months ended September 30, 2017 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $ (4,062,503 ) $ 8,532,330 $ 7,403,303 $ (15,935,633 ) $ (4,062,503 ) Adjustments to reconcile net income to net cash flows from operating activities: Equity of subsidiaries (7,672,513 ) (8,263,120 ) - 15,935,633 - Change in fair value of life insurance policies - (3,609,194 ) (16,572,538 ) - (20,181,732 ) Amortization of deferred financing and issuance costs 2,075,632 134,445 134,464 - 2,344,541 Deferred income taxes (2,764,243 ) - - - (2,764,243 ) Preferred stock dividends payable 333,391 - - - 333,391 (Increase) decrease in operating assets: Life insurance policy benefits receivable - - (7,627,000 ) - (7,627,000 ) Other assets (38,552,777 ) 51,740,361 330,547 (13,415,694 ) 102,437 Increase (decrease) in operating liabilities: Due to related party 807,511 (10,940 ) (800,000 ) - (3,429 ) Accounts payable and accrued expenses 693,285 (844,072 ) (264,684 ) - (415,471 ) NET CASH FLOWS USED IN OPERATING ACTIVITIES (49,142,217 ) 47,679,810 (17,395,908 ) (13,415,694 ) (32,274,009 ) CASH FLOWS FROM INVESTING ACTIVITIES Investment in life insurance policies - - (25,199,692 ) - (25,199,692 ) Carrying value of matured life insurance policies - 505,000 1,828,039 - 2,333,039 Proceeds from Secured MCA advances - - 826,621 - 826,621 NET CASH FLOWS USED IN INVESTING ACTIVITIES - 505,000 (22,545,032 ) - (22,040,032 ) CASH FLOWS FROM FINANCING ACTIVITIES Net borrowings on senior credit facilities - - 56,887,491 - 56,887,491 Payments for issuance of senior debt - (3,937,907 ) - (3,937,907 ) Payments for redemption of Series I Secured Notes - (6,815,406 ) - - (6,815,406 ) Proceeds from issuance of L Bonds 30,271,873 - - - 30,271,873 Payments for issuance and redemption of L Bonds (19,752,717 ) - - - (19,752,717 ) Payments to restricted cash - 1,807,105 38,533,296 - 40,340,401 Issuance of member capital - 37,959,462 (51,375,156 ) 13,415,694 -- Issuance of common stock 30 - - - 30 Proceeds from issuance of preferred stock 25,211,870 - - - 25,211,870 Payments for issuance and redemption of preferred stock (1,291,420 ) - - - (1,291,420 ) Payments of preferred stock dividends (3,548,165 ) - - - (3,548,165 ) NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES 30,891,471 32,951,161 40,107,724 13,415,694 117,366,050 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (18,250,746 ) 81,135,971 166,784 63,052,009 CASH AND CASH EQUIVALENTS BEGINNING OF THE PERIOD 49,632,850 1,451,260 1,209,362 - 52,293,472 END OF THE PERIOD $ 31,382,104 $ 82,587,231 $ 1,376,146 $ - $ 115,345,481 For the three months ended September 30, 2016 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net income $ (1,956,187 ) $ 8,697,549 $ 11,356,703 $ (20,054,252 ) $ (1,956,187 ) Adjustments to reconcile net loss to net cash flows from operating activities: Equity of subsidiaries (8,692,924 ) (11,361,328 ) - 20,054,252 - Change in fair value of life insurance policies - - (21,073,226 ) - (21,073,226 ) Amortization of deferred financing and issuance costs 2,072,879 81,849 611,015 - 2,765,743 Deferred income taxes (1,428,130 ) - - - (1,428,130 ) Preferred stock dividends payable 333,565 - - - 333,565 (Increase) decrease in operating assets: Life insurance policy benefits receivable - - 700,000 - 700,000 Other assets (54,428,152 ) (54,272,589 ) - 109,120,577 419,836 Increase (decrease) in operating liabilities: Due to related party (64,249 ) (16,700 ) - - (80,949 ) Accounts payable and other accrued expenses 155,980 2,172,227 (5,545,197 ) - (3,216,990 ) NET CASH FLOWS USED IN OPERATING ACTIVITIES (64,007,218 ) (54,698,992 ) (13,950,705 ) 109,120,577 (23,536,338 ) CASH FLOWS FROM INVESTING ACTIVITIES Investment in life insurance policies - - (25,770,326 ) - (25,770,326 ) Carrying value of matured life insurance policies - - 1,078,889 - 1,078,889 Investment in Secured MCA advances - - (1,965,896 ) (1,965,896 ) Proceeds from Secured MCA advances - - 220,911 - 220,911 NET CASH FLOWS USED IN INVESTING ACTIVITIES - - (26,436,422 ) - (26,436,422 ) CASH FLOWS FROM FINANCING ACTIVITIES Net repayment of senior credit facilities - - (10,761,048 ) - (10,761,048 ) Payments for redemption of Series I Secured Notes - (541,275 ) - - (541,275 ) Proceeds from issuance of L Bonds 64,350,430 - - - 64,350,430 Payments for issuance and redemption of L Bonds (14,373,447 ) - - - (14,373,447 ) Payments to restricted cash - 486,283 (5,013,515 ) - (4,527,232 ) Issuance of member capital - 52,304,345 56,816,232 (109,120,577 ) - Issuance of common stock 31,515 - - - 31,515 Proceeds from issuance of preferred stock 20,786,332 - - - 20,786,332 Payments for issuance and redemption of preferred stock (2,485,304 ) - (71,555 ) - (2,556,859 ) Payments of preferred stock dividends (1,041,178 ) - - - (1,041,178 ) NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES 67,268,348 52,249,353 40,970,114 (109,120,577 ) 51,367,238 NET INCREASE IN CASH AND CASH EQUIVALENTS 3,261,130 (2,449,639 ) 582,987 - 1,394,478 CASH AND CASH EQUIVALENTS BEGINNING OF THE PERIOD 10,051,621 6,822,484 505,245 - 17,379,350 END OF THE PERIOD $ 13,312,751 $ 4,372,845 $ 1,088,232 $ - $ 18,773,828 For the nine months ended September 30, 2017 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $ (9,801,856 ) $ 26,372,828 $ 27,209,521 $ (53,582,349 ) $ (9,801,856 ) Adjustments to reconcile net loss to net cash flows from operating activities: Equity of subsidiaries (24,013,243 ) (29,569,106 ) - 53,582,349 - Change in fair value of life insurance policies - (4,803,015 ) (44,498,052 ) - (49,301,067 ) Amortization of deferred financing and issuance costs 4,931,441 208,829 1,368,422 - 6,508,692 Deferred income taxes (6,481,917 ) - - - (6,481,917 ) Preferred stock dividends payable 1,034,139 - - - 1,034,139 (Increase) decrease in operating assets: Life insurance policy benefits receivable - - (9,252,000 ) - (9,252,000 ) Other assets (65,691,037 ) (3,794,004 ) 788,726 69,667,082 970,767 Increase (decrease) in operating liabilities: Due to related party 1,897,406 (10,620 ) (1,900,000 ) - (13,214 ) Accounts payable and other accrued expenses 2,331,255 (2,407,918 ) 1,917,279 - 1,840,616 NET CASH FLOWS USED IN OPERATING ACTIVITIES (95,793,812 ) (14,003,006 ) (24,366,104 ) 69,667,082 (64,495,840 ) CASH FLOWS FROM INVESTING ACTIVITIES Investment in life insurance policies - - (67,321,363 ) - (67,321,363 ) Carrying value of matured life insurance policies - 1,256,576 6,460,271 - 7,716,847 Investment in Secured MCA advances - - (39,671 ) - (39,671 ) Proceeds from Secured MCA advances - - 2,250,323 - 2,250,323 NET CASH FLOWS USED IN INVESTING ACTIVITIES - 1,256,576 (58,650,440 ) - (57,393,864 ) CASH FLOWS FROM FINANCING ACTIVITIES Net repayment of senior credit facilities - - 49,787,954 - 49,787,954 Payments for issuance of senior debt (1,076,118 ) (4,052,201 ) - (5,128,319 ) Payments for redemption of Series I Secured Notes - (16,613,667 ) - - (16,613,667 ) Proceeds from issuance of L Bonds 87,016,343 - - - 87,016,343 Payments for issuance and redemption of L Bonds (58,949,880 ) - - - (58,949,880 ) Payments to restricted cash - (529,472 ) 32,536,838 - 32,007,366 Issuance of member capital - 64,191,966 5,475,116 (69,667,082 ) - Payments for issuance and redemption of common stock (1,603,526 ) - - - (1,603,526 ) Proceeds from issuance of preferred stock 86,692,811 - - - 86,692,811 Payments for issuance and redemption of preferred stock (7,013,857 ) - - - (7,013,857 ) Payments of preferred stock dividends (7,447,022 ) - - - (7,447,022 ) NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES 98,694,869 45,972,709 83,747,707 (69,667,082 ) 158,748,203 NET INCREASE IN CASH AND CASH EQUIVALENTS 2,901,057 33,226,279 731,163 - 36,858,499 CASH AND CASH EQUIVALENTS BEGINNING OF THE PERIOD 28,481,047 49,360,952 644,983 - 78,486,982 END OF THE PERIOD $ 31,382,104 $ 82,587,231 $ 1,376,146 $ - $ 115,345,481 For the nine months ended September 30, 2016 Parent Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 2,111,599 $ 38,028,177 $ 45,980,012 $ (84,008,189 ) $ 2,111,599 Adjustments to reconcile net income to net cash flows from operating activities: Equity of subsidiaries (37,510,459 ) (46,497,730 ) - 84,008,189 - Change in fair value of life insurance policies - - (53,846,155 ) - (53,846,155 ) Amortization of deferred financing and issuance costs 5,982,802 (1,364,614 ) 1,459,717 - 6,077,905 Deferred income taxes 1,478,617 - - - 1,478,617 Preferred stock dividends payable 663,614 - - - 663,614 (Increase) decrease in operating assets: Life insurance policy benefits receivable - - (6,129,022 ) (6,129,022 ) Other assets (114,885,990 ) (92,168,163 ) - 206,436,523 (617,630 ) Increase in operating liabilities: Due to related party (2,867,225 ) (15,505 ) 2,700,000 - (182,730 ) Accounts payable and accrued expenses 2,396,503 2,889,525 (7,310,262 ) - (2,024,234 ) NET CASH FLOWS USED IN OPERATING ACTIVITIES (142,630,539 ) (99,128,310 ) (17,145,710 ) 206,436,523 (52,468,036 ) CASH FLOWS FROM INVESTING ACTIVITIES Investment in life insurance policies - - (74,470,362 ) - (74,470,362 ) Carrying value of matured life insurance policies - - 7,381,132 - 7,381,132 Investment in Secured MCA advances - - (7,613,310 ) - (7,613,310 ) Proceeds from Secured MCA advances - - 1,246,703 - 1,246,703 NET CASH FLOWS USED IN INVESTING ACTIVITIES - - (73,455,837 ) - (73,455,837 ) CASH FLOWS FROM FINANCING ACTIVITIES Net borrowings on senior credit facilities - - 6,238,952 - 6,238,952 Payments for redemption of Series I Secured Notes - (6,264,018 ) - - (6,264,018 ) Proceeds from issuance of L Bonds 135,477,090 - - - 135,477,090 Payments for issuance and redemption of L Bonds (37,036,922 ) - - - (37,036,922 ) Payments to restricted cash - (2,335,768 ) (11,010,358 ) - (13,346,126 ) Issuance of common stock 244,185 - - - 244,185 Proceeds from issuance of preferred stock 31,215,986 - 71,555 - 31,287,541 Payments for issuance and redemption of preferred stock (4,095,878 ) - (78,895 ) - (4,174,773 ) Payments of preferred stock dividends (2,153,333 ) - - - (2,153,333 ) Issuance of member capital - 110,118,219 96,318,304 (206,436,523 ) - NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES 123,651,128 101,518,433 91,539,558 (206,436,523 ) 110,272,596 NET INCREASE IN CASH AND CASH EQUIVALENTS (18,979,411 ) 2,390,123 938,011 - (15,651,277 ) CASH AND CASH EQUIVALENTS BEGINNING OF THE PERIOD 32,292,162 1,982,722 150,221 - 34,425,105 END OF THE PERIOD $ 13,312,751 $ 4,372,845 $ 1,088,232 $ - $ 18,773,828 |