Skyline Financial HoldingsManagement Presentation

Q1-2015

2

Company OverviewSkyline Financial

Business Descriptionand History

Growth Strategy

Company Information

Production Summary

Skyline Financial Corporation (“Skyline” or the “Company”) is an independent mortgage lender headquartered in Calabasas, California

The Company was founded in 1985 and has historically been a traditional retail lender with a branch model largely focused on Los Angeles County

In 2009, Bill Dallas purchased a 50% ownership stake in the Company and was appointed CEO Skyline has grown its retail lending operations with seven strategic acquisitions since 2009, making

it one of the top non-bank mortgage lenders in the 12th district*

FHA and VA lender, approved seller and servicer with all three agencies: Freddie Mac, Fannie Mae, Ginnie Mae

Today the Company originates loans through three channels: Skyline Home Loans, its retail platform with offices located throughout the 12th Federal District; NewLeaf Wholesale, nationwide wholesale and correspondent and NewLeaf Lending, the company’s consumer-direct and centralized fulfillment platform.

Currently, loans are sold through best efforts, mandatory or securitization commitments with the servicing rights released to the buyer or retained and subserviced by Provident. Ellington Financial is backing the company to originate non-agency and nonQM mortgage loans.

Financial highlights include 2014 revenue of $45 million, book value of $23 million and warehouse capacity of $200 million. The company expects to fund $3.5 Billion in 2015 with Ebitda between 6-15M

$2 billion in production volume in 2014, comprised almost exclusively of first lien, fixed-rate mortgages; average balance of ~$362,000; top three states were CA (91.6%), OR (6.4%) and WA (1.0%)

2014 production breakdown: Skyline $1.3B; NewLeaf Wholesale $600M; NewLeaf Lending $140M Targets high-quality loans to borrowers with excellent credit – average LTV of 68.0% and FICO of

760; 90% of all loans to borrowers with a 700+ FICO score, 40% of the loans were for home purchase Growth initiatives include opportunistic acquisitions of distributed retail platforms, growing NewLeaf Lending and NewLeaf TPO businesses

Use proprietary products via Ellington and our proprietary iMP to lower costs, scale business and attract new capital partners

Deploy the company’s proprietary Intelligent Mortgage Platform (iMP) across all channels to improve productivity and provide the firm a disruptive, sustainable competitive advantage

* 12th Federal Reserve District (includes California, Oregon, Washington, Idaho, Nevada, Utah, Arizona, Hawaii and Alaska)

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Seasoned Team Skyline Financial

Bill DallasChief Executive Officer

Has been involved in mortgages since co-founding First Franklin in 1981 Founded two California Independent Banks (Heritage Bank of Commerce and California Oaks

State Bank) Also founded several financial service/technology companies (OwnIt Mortgage Solutions,

MindBox, InterThinx, and Factual Data)

Mark AttawayChief Information Officer

30 years in real estate technology development Led escrow software company, ACS Systems, former CIO at Fidelity and LSI/LPS Founded Online Consumer Lending, Inc. Founded iMP and mobile divisions, and NewLeaf Lending

Bruce DickinsonPresident of NewLeaf

Wholesale

30+ years of mortgage experience Built two TPO businesses with Bill from the ground up, founder of NewLeaf Wholesale Spent time at First Franklin ($10 million to $12 billion annual volume in 12 years), OwnIt (start-

up to $8 billion annual volume in three years) and Annaly Capital Management REIT

Prateek KhokharChief Financial Officer

20 years of mortgage operations, financial, warehouse and capital markets experience Treasurer and SVP Finance and Warehouse Prospect Mortgage SVP Finance, Warehouse at PMAC Lending Started with Bill and Bruce at Ownit Mortgage Solutions

Marti TromleyChief Risk Officer

30+ years in lending operations experience Chief Operations Officer at Home Savings and SVP Wholesale Operations at Washington Mutual

Bank Founder of NewLeaf Wholesale,

Opportunity to back mortgage veterans – Bill Dallas, Bruce Dickinson & Team The NewLeaf management team is led by Bill Dallas, a 31-year mortgage market veteran who has founded

and exited two independent mortgage banking firms backed by PE firms

The dedicated management team: Bruce Dickinson, Marti Tromley, Steve Kolker and Mark Attaway

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Profitable InvestmentsSkyline Financial

Bill Dallas has a strong history of profitable investments

* EBITDA multiples

Mortgage Banker – primarily wholesale after focusing on retail its first 10 years Founder, Chairman & CEO Sold to DLJMB, BofA, NCC for $330M (6.6x)*

Mortgage Banker – primarily wholesale; technology focus Founder, Chairman & CEO Sold minority to Merrill Lynch for $500M (4x)*

Risk Management Founder & Chairman Sold to ISO/Verisk Analytic for $27M (3.9x)*

Lending Process Automation Founder & Chairman Sold to MDA for $20M (6.9x)*

$2 Billion Public Bank Founder & Board Member

Almost exclusively purchase originations

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Liquidity for InvestorsSkyline Financial

In the mortgage space alone, Bill Dallas has built two mortgage companies from the ground up

Saleto

National City

* Acquisition price, not company valuation

0.01

5015

232

330

38

500

1981 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012

Founder and CEO of First Franklin

Co-founded

small retail

brokerage

Recapwith DLJ

RecapwithCIVC,

DLJ sells

Saleto

BoA

AcquisitionwithCIVC

Company valuation ($ in millions)

Recap Merrill Lynch

Founder - OwnItCEO/Investor -

Skyline

*

Wind down

business Upfront

Dallas Ellington

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Diligent Planning Leads to Growth Opportunity

Skyline Financial

Contrarian market view leads Bill Dallas towards decision to re-enter the mortgage market

Competition waning

Big banks exiting

New regulations

High barriers to entry

Margin opportunity

Skyline platform purchased

Strategic decision made to build platform around retail

More stable

Less regulatory scrutiny

Small platform scaled through strategic bolt-on acquisitions

Deploy Intelligent Mortgage Platform

Phase I – The Opportunity(2009 – 2010)

Company raised growth capital with GRP Partners to scale the business and develop technology

Origination platform designed around technology development

Skyline unsatisfied with off-the-shelf technology being used by the industry

Aligns closely with work processes

Ability to control technology provides flexibility with compliance and regulatory changes

Disruptive economics through scale and efficiencies (e.g., lower incentive comp)

Phase II – Building Blocks(2010 – 2012)

Capital partner & grow

Build out channels

Improve economics

Sell more to GSEs

Ginnie Mae (FHA/VA)

Retained & built out master/sub

Strategic capital markets MCM

NewLeaflending.com

NewLeaf wholesale

iMP

Proprietary technology driving efficiencies throughout the channels

iMP, Skyline Web and Mobile launched to loan officers

Phase III – Growth(2013+)

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30-Year History in Mortgage LendingSkyline Financial

1985

March 2010: Mr. Dallas (and others) supplemented the capital with a $3.6 million Series A equity infusion

March 2011: Skyline acquires certain assets of Rancho Financial, Inc.

June 2009: Mr. Dallas purchased 25% ownership share of Skyline

December 2009: Skyline acquires certain assets of Diversified Capital Funding, Inc.

1985: Skyline Financial Corp. is founded

November 2009: Skyline acquires certain assets of Security Pacific Home Loans, Inc.

November 2011: July 2011 bridge notes are converted to equity to support the company’s continued growth

2009 2010 2011 2012

2014

September 2009: Mr. Dallas (and others including Ellie Mae) invested additional funds in the business to support the initial restructuring of the business

September 2012: Skyline acquires certain assets of Online Consumer Lending, Inc. & Launches NewLeaf Lending

August 2012: Skyline acquires certain assets of BenefitIQ, LLC

March 2010: Skyline acquires certain assets of Pacific Coast Lending, Inc.

April 2010: Skyline acquires certain assets of Evergreen Mortgage Corp.

October 2010: Upfront Ventures (GRP) makes a Series B Preferred capital investment of $6.5 million in Skyline, with Chaparal Investments participating. In addition, Dallas Capital Management, Inc. converts $1.65 million of sub-debt to Series B Preferred

July 2011: Company further strengthens its capital and liquidity position through a $4+ million mandatory convertible bridge financing transaction from GRP, Dallas Capital and other participants

Built stable, 12th district retail business through acquisitions

Invested in best-in-class proprietary technology

September 2013: NewLeaf Wholesale Launched

December 2014: $20M Series C Ellington Financial & Wedgewood

Platform ready to growSkyline Financial

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As of February 15, Skyline Financial has 485 employees, which includes 42 in NewLeaf wholesale and 50 in NewLeaf Lending

NewLeaf is headquartered in Calabasas, CA and has offices in San Diego and Portland

NewLeaf Wholesale brand is led by team with strong history of success in prior ventures together

30+ Years of Experience

First Franklin: $10M to $12B in 12 years

Ownit: start-up to $8B in 3 years

Differentiated model: use proprietary iMP and non-agency products to channel partners, banks, credit unions and other mortgage lenders

Ellington offers non-agency; non QM and deep capital markets/RMBS expertise

NewLeaf offers Ellington way to build high quality assets quickly and efficiently without entering the highly regulated origination space

Hawaii

Grow Nationwide brand & lever Ellington

Current States

Future States

Unprecedented Growth OpportunitiesSkyline Financial

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Opportunity Implementation

Increasing purchase market (+20% YoY)

Capture purchase share through next generation wholesale mortgage platform (iMP)

Implemented through existing Wholesale channel, affinities, banks and CUs

Competitors exiting TPO business

Build national wholesale franchise and correspondent business Hub strategy - Focused regional operating centers (ROCs) “Utility” AEs responsible for servicing brokers and affinity/employer

networks

Servicing market turmoil

Grab market share from distracted banks Start retaining as much servicing as possible (selling direct to agencies) Government intervention / barriers to entry Tight underwriting / low defaults lead to higher MSR value and lower cost

to service

Historically low interest rates

Build servicing asset (focus on non QM and non-agency) Natural hedge to rising rates / falling volumes

Value of MSR asset rises along with rates (lower refinance risk)

Non QM Product Build non-agency; non QM products Opportunistic pool and whole loan purchases

Correspondent Fulfillment Platform

Lever iMP to build correspondent-link to channel partners Seamless integration with iMP

Channel partners market and source leads; NewCo fulfills

Margin expansion

Use non-agency and non QM products to drive agency loans to platform Lever Ellington’s Secondary Marketing expertise with NewCo’s credit

discipline ~$xx million additional 2015 pretax income (pro forma for ~25 bps GOS)

Smart, controlled growth – Achieved through highly scalable platform with proprietary technology; More efficient correspondent operations with significantly less compensation, shared fixed expenses, that leverages Ellington’s vast capital markets and RMBS expertise

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Established market with approximately $10 trillion in mortgage debt outstanding

– Significant room for growth

– Focused on the purchase market

Strong origination volumes and margins

– Low interest rates driving strong refi volumes

– Gain on sale margins near record highs

Improvement in competitive landscape

– Increased regulatory, compliance, disclosure and capital requirements have dramatically increased barriers to entry in U.S. mortgage industry

– Dramatic retrenchment by traditional competitors in light of legacy production and servicing issues has created market void

Reductions and/or exits of wholesale and correspondent activities: Wells Fargo, Chase, Bank of America, Citi, ING Direct, Ally, PHH, MetLife, etc.

Attractive Industry DynamicsSkyline Financial

1990

1992

1994

1996

1998

2000

2002

2004

2006

2008

2010

2012

2014

E

$0

$400

$800

$1,200

$1,600

1990 – 2014E

CAGR: 2.6%

1990

1992

1994

1996

1998

2000

2002

2004

2006

2008

2010

2012

$0

$2

$4

$6

$8

$10

$12

1990 – 2012CAGR: 6.2%

Source: FHFA, Fannie Mae, Freddie Mac and MBA Mortgage Finance Forecast as of January 2015

Purchase Originations

Mortgage Debt Outstanding

($ billions)

($ trillions)

Favors the most highly sophisticated, nimble players

Non-agency products key driver towards continued growth

Provides immensely larger opportunity for quickly scaling

wholesale channel

Disruptive Technology Skyline Financial

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Unsatisfied with off-the-shelf technology being used by the industry, Skyline hired the industry’s leading IT experts to create a best-in-class, proprietary Intelligent Mortgage Platform (iMP) Control – Third parties do not understand needs

Nimble – Quickly react to changing regulations

Disruptive economics

iMP simplifies and automates workflow from the point of sale through loan fulfillment by digitizing all aspects of the loan process, reducing costs per loan, limiting required human capital and creating a new culture based on technology and efficiency in the lending space

Invested $5 million towards technology since inception; fully deploy by EOY 2015

Provide originators with platform and non-agency products changes fulfillment modelStatus Quo Intelligent Mortgage Platform (iMP)

Employs distributed branches to create volume

Centralized centers

Relies on Account Executives to drive business

Creates fulfillment platform for lenders

Analog (PDFs and images) Digitized data-driven engine drives down

costs and insures compliance

5-10 Days 1-3 Days

Result: become dependable fulfillment engine for mortgage brokers, banks, and credit unions

Better analytics, big data, digital compliance, scalable platform

Appendix

Summary of Warehouse FacilitiesAppendix

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Wilshire UBS Customers Texas Capital Bank

Maximum Amount (Capacity)

$25,000,000 $75,000,000 $30,000,000 $75,000,000

Committed Amount $20,000,000 $37,500,000 $30,000,000 $30,000,000

Maturity 6/20/2015 9/20/2015 10/18/2015 9/24/2015

Base Rate 1 Month LIBOR 1 Month LIBOR 1 Month LIBOR Coupon less 100 bps

Floor 2.00% 1.00% 0.78% 2.50%

Margin (Agency) 2.00% 2.75% 3.50% - 3.75% N / A

Advance Rate 90% - 100% 97% 95% 99%

Tangible Net Worth Covenant

$9,614,456 $7,500,000$6,000,000 +

50% of NI for prior 3 months

$5,000,000

Leverage Covenant (D/E)

15:1 15:1 12.5:1 15:1

Liquidity Covenant $3,000,000 $3,000,000 $3,000,000 $3,000,000

Note: As of March 1, 2015

Maximum borrowing amount of $195 million as of August 31, 2013 Three additional term sheets being negotiated ($140 million of capacity)

5 year modelSkyline Financial

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2014 2015 2016 2017 2018 20190

500,000,000 1,000,000,000 1,500,000,000 2,000,000,000 2,500,000,000 3,000,000,000 3,500,000,000 4,000,000,000 4,500,000,000 5,000,000,000

577,502,185 922,402,861

1,821,810,830

2,838,079,976

3,763,098,081

4,569,576,001

Wholesale Production

• Projecting almost $1B in 2015 production assuming a conservative flat forecast

• Mix is comprised of 43% Conventional Low Balance and 34% FHA/VA

• Mix comprised of long term, performing, positive cash flow assets

• On a conservative basis, production to reach almost $4B in three years

2014 2015 2016 2017 2018 2019(2,000,000)0

2,000,000 4,000,000 6,000,000 8,000,000

10,000,000 12,000,000 14,000,000 16,000,000

(686,206)713,628

3,753,145

7,646,109

10,784,828

13,487,840

EBT

• EBT expected to be $714k in 2015 with a conservative and current stable mix on product. EBT reaches almost $11M in thee years.

• Only 4.9% of product projected to be Non QM / Non Agency product which would yield more Margin in 2015

• Minimal productivity increases assumed year over year as IMP rolls out and efficiencies are achieved

• Opportunity to further lower incentive comp and loan level expenses as scale is achieved

5 year modelSkyline Financial Holding

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Actuals Forecast

Account Description 2014 2015 2016 2017 2018 2019 2014 to 2019NLL - Wholesale 577,502,185 922,402,861 1,821,810,830 2,838,079,976 3,763,098,081 4,569,576,001 14,492,469,934

Revenues Fair Value Gains (Losses) 3,751,275 6,106,821 11,858,708 18,797,492 24,924,176 30,265,732 95,704,203 Provision for Loan Losses (290,216) (512,272) (981,956) (1,589,325) (2,107,335) (2,558,963) (8,040,066) Loan Origination Income 1,112,377 1,776,720 3,509,147 5,466,670 7,248,427 8,801,854 27,915,194 Brokered Fee Income - - - - - - - Net Interest Income 90,056 176,189 363,926 566,937 751,719 912,822 2,861,649

Total Revenue 4,663,492 7,547,457 14,749,824 23,241,774 30,816,987 37,421,444 118,440,980

Variable Expenses

Incentive Compensation (1,429,379) (2,003,275) (3,956,610) (6,163,744) (8,172,699) (9,924,208) (31,649,914) Loan Related (294,277) (693,276) (1,369,269) (2,133,094) (2,828,336) (3,434,482) (10,752,734) Other Variable (148,448) - - - - - (148,448)

Total Variable Expenses (1,872,104) (2,696,551) (5,325,879) (8,296,838) (11,001,034) (13,358,690) (42,551,096)

Gross Profit 2,791,388 4,850,906 9,423,946 14,944,936 19,815,953 24,062,754 75,889,883

Fixed Expenses Salary & Benefits (2,747,740) (3,450,443) (4,722,959) (6,027,741) (7,436,795) (8,657,339) (33,043,016) Marketing (6,186) (10,333) (12,797) (16,383) (19,968) (23,553) (89,220) Office Expense (44,022) (57,471) (73,064) (92,476) (111,887) (131,299) (510,220) Professional Services (57,683) (32,868) (40,709) (52,114) (63,518) (74,923) (321,815) Facilities (311,139) (310,977) (440,926) (602,707) (764,488) (926,269) (3,356,507) Technology & Communication (144,893) (178,000) (256,791) (351,026) (445,262) (539,497) (1,915,469) Travel & Entertainment (62,248) (22,884) (29,092) (36,822) (44,551) (52,280) (247,877) Insurance, Other Income & Exp (66,868) (32,332) (41,103) (52,024) (62,944) (73,865) (329,137)

Total Fixed Expenses (3,440,779) (4,095,307) (5,617,442) (7,231,292) (8,949,414) (10,479,026) (39,813,261)

EBITDA (649,391) 755,599 3,806,504 7,713,644 10,866,539 13,583,728 36,076,623

Depreciation (36,815) (41,971) (53,358) (67,535) (81,711) (95,888) (377,279)

EBT (686,206) 713,628 3,753,145 7,646,109 10,784,828 13,487,840 35,699,344

BPS ANALYSIS

Revenues Fair Value Gains (Losses) 64.96 66.21 65.09 66.23 66.23 66.23 66.04

Provision for Loan Losses (5.03) (5.55) (5.39) (5.60) (5.60) (5.60) (5.55)

Loan Origination Income 19.26 19.26 19.26 19.26 19.26 19.26 19.26

Brokered Fee Income - - - - - - - Net Interest Income 1.56 1.91 2.00 2.00 2.00 2.00 1.97

Total Revenue 80.75 81.82 80.96 81.89 81.89 81.89 81.73

Variable Expenses Incentive Compensation (24.75) (21.72) (21.72) (21.72) (21.72) (21.72) (21.84)

Loan Related (5.10) (7.52) (7.52) (7.52) (7.52) (7.52) (7.42)

Other Variable (2.57) - - - - - (0.10)

Total Variable Expenses (32.42) (29.23) (29.23) (29.23) (29.23) (29.23) (29.36)

Gross Profit 48.34 52.59 51.73 52.66 52.66 52.66 52.37

EBT, BPS (11.88) 7.74 20.60 26.94 28.66 29.52 24.63