MARKETPLACE LENDING

RON SUBERPRESIDENTPROSPER MARKETPLACE I @PROSPERLOANS

INTRODUCTION TO MARKETPLACE LENDING

MARKETPLACELENDING PLATFORMS?

PLATFORMS THAT CONNECTS CREDITWORTHY BORROWERS TO INVESTORS WHO WANT SOLID RETURNS

WHAT ARE…

3I © 2016 Prosper. All Rights Reserved. Proprietary and Confidential.

About Prosper MarketplacePioneer in Marketplace LendingA new model that is disrupting the consumer credit market ($3T currently in the US alone).

Crossed $8Bin OriginationsAnd is only one of two at scale lending market places in the world.

Consumer-Only Platform

Focus on removal of any frictions that impede a seamless experience for our customers.

SustainableCompetitive AdvantageIn customer experience, borrower acquisition, investor base and risk.

Institutionally Ready Risk and Compliance

Centralized Enterprise Risk Management.Strategic focus on bank partnerships.

Innovative Underwriting and Attractive Investor ReturnsContinuously optimize and improve risk model. Investors earn average net returns1 of 7.1%.

1 Estimated returns are calculated by taking the weighted average borrower interest rate for all loans originated during the period, adding (ii) estimated collected late fees and post charge-off principal recovery for such loans, and subtracting (iii) the servicing fee, estimated uncollected interest on charge-offs and estimated principal loss on charge-offs from such loans. The actual return on any Note depends on the prepayment and delinquency pattern of the loan underlying each Note, which is highly uncertain. Individual results may vary and projections can change. Past performance is no guarantee of future results and the information presented is not intended to be investment advice or a guarantee about the performance of any Note.

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BORROWERS• BETTER PRICING

• FAST DECISION AND ORIGINATION

• TRANSPARENCY AND FAIRNESS

• GREAT CUSTOMER EXPERIENCE

INVESTORS• NEW ASSET CLASS

• ATTRACTIVE RISK ADJUSTED RETURNS

• TRANSPARENCY

• PERSONALIZED PORTFOLIO

• LOWER DURATION RISK

BENEFITS TO BORROWERS & INVESTORS

Key Components

People Growth Companies

Data Analytics

Marketing Expertise

Capital Markets

Great Underwriting

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Marketplace Lenders S&P 500 All U.S Stocks

International Bonds Corporate Bonds High Yield Corporate Bonds

+4.90% +2.26% +1.85%

+4.67% +4.89% +1.63%

We can provide investors with core product that remains attractive.

*12-month performance as of November 8, 2016

1 Year Performance*

Month Over Month 3-Month Return

12-Month Return

+0.24% +0.96%

+4.90%

Asset Performance

* 12-Month data as of November 8, 2016

Jan'11 Jan'12 Jan'13 Jan'14 Jan'15 Jan'161000

1050

1100

1150

1200

1250

1300

1350

1400

1450

1500

Orchard Consumer MarketplaceLending Index

8I © 2016 Prosper. All Rights Reserved. Proprietary and Confidential.

Strong, consistent origination growth

• Proprietary P2P loan performance data since Prosper’s launch in 2006

• Prosper was revitalized by existing management team and institutional investors in 2013

• Prosper now has more than 400 employees devoted to operating the marketplace

CUMULATIVE LOAN ORIGINATIONS THROUGH PROSPER ($MM)

GROWTH HIGHLIGHTS

Data from SEC filings

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2$0

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

$7,000

Current management

revitalizes Prosper

$1bn originations

$2bn originations

$3bn originations

$4bn originations

$5bn originations

$6bn originations

2013 2014 2015 2016

$7bn originations

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Prosper Loan Performance

1. Prosper returns series are calculated using a standard initial investment and methodology by monthly vintage.  Using empirical returns and cash flows, performance is calculated as the weighted average of the total monthly interest, fee and net recovery proceeds received, net of charge-offs and servicing fee [and loan trailing fee], divided by the monthly principal balance.  In addition, origination volumes are kept constant for all monthly vintages to mitigate the weighting effects of origination volume on performance and to provide a blended performance of the platform. Past performance is not indicative of future performance.2. Credit Card Performance Source: Board of Governors of the Federal Reserve System (US)

• Component: Interest Rate, card accounts assessed interest (A), TERMCBCCINTNS; charge off rate on credit card loans (B), CORCCACBS• Credit card return = 70% X Yield (A) - charge off rate (B); Assume revenue = 70% of yield with consideration of non interest income and operation expenses

I © 2016 Prosper. All Rights Reserved. Proprietary and Confidential.

The Prosper loan portfolio has historically exhibited annualized returns of 6-11%, with every month being positive.

Annualized return

Average Borrower Rate

Year Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Prosper1 Interest2

2010 1.01% 0.71% 1.18% 1.27% 1.04% 1.38% 1.31% 1.05% 1.32% 1.14% 1.07% 1.07% 14.42% 19.20%

2011 1.24% 1.03% 1.28% 0.81% 0.90% 0.98% 1.16% 1.16% 1.16% 0.86% 0.72% 0.90% 12.92% 21.16%

2012 0.90% 0.74% 0.85% 0.78% 0.81% 0.89% 0.84% 0.94% 0.49% 0.72% 0.82% 0.55% 9.74% 19.71%

2013 0.78% 0.51% 0.78% 0.74% 0.84% 0.75% 0.82% 0.78% 0.71% 0.81% 0.66% 0.82% 9.39% 16.81%

2014 0.73% 0.62% 0.70% 0.84% 0.74% 0.82% 0.84% 0.74% 0.78% 0.73% 0.57% 0.57% 9.06% 14.19%

2015 0.63% 0.65% 0.58% 0.71% 0.51% 0.69% 0.73% 0.59% 0.62% 0.56% 0.52% 0.49% 7.54% 13.50%

2016 0.38% 0.49% 0.55% 0.59% 0.47% 0.61% 0.46% 0.51% 0.48% 0.33% 6.00% 13.86%

Summary statisticsMin 0.33%

Credit Model Launch Max 1.38%

PMI6 August '15 Avg 0.79%

PMI5 April '14 Median 0.77%

PMI4 December '12 Std Dev 0.24%

Credit Model Iteration

US CONSUMER CREDIT OUTSTANDING2

$3.3 TRILLION

PROSPER~0.4% MARKET PENETRATION4

US REVOLVING CONSUMER CREDIT1

$925 BILLION

US Unsecured & Secured Consumer3

$13+ TRILLION

WE ARE JUST GETTING STARTED

SOURCE: FEDERAL RESERVE1 CONSISTS OF REVOLVING CONSUMER DEBT OUTSTANDING2 CONSISTS OF CONSUMER CREDIT CARD DEBT AND INSTALLMENT LOANS AND DOES NOT INCLUDE LOANS SECURED BY REAL ESTATE3 CONSUMER CREDIT + MORTGAGES (INCL. HEL & HELOC)4 THE DATA, STATEMENTS AND FIGURES ARE BASED ON PROSPER'S ANALYSIS AND CALCULATIONS WHICH, IN TURN, ARE BASED ON VARIOUS DATA SOURCES COMPILED AND ANALYZED BY PROSPER WITH ALL REASONABLE

CARE TO ENSURE THEY CONTAIN NO OMISSION LIKELY TO AFFECT THEIR IMPORT. NEITHER THE ANALYSIS NOR THE UNDERLYING DATA SOURCES HAVE BEEN VERIFIED BY AN INDEPENDENT THIRD PARTY