UBPSI was formed in October, 2006 to create a national third party pension and benefit administration services company specializing in servicing Taft-Hartley multi-employer benefit plans through a strategy of acquiring regional Taft-Hartley pension and benefit administration services companies.

On December 17, 2007, we acquired ATPA, one of the leading Taft-Hartley third party administrators in the United States, based on the number of participants in plans that it administers. ATPA services numerous labor/management trusts and public employee/employer benefit plans primarily in California and the Northwestern United States. ATPA provides a broad array of administrative services for Taft-Hartley multi-employer health and welfare and pension plans and under collective bargaining agreements, including billing, record keeping, accounting, customer service, claims processing, reporting and adjudication and determination services. For the fiscal years ended April 30, 2005, 2006 and 2007 and the seven months ended November 30, 2007, ATPA's revenues were $56.3 million, $54.5 million, $55.0 million and $30.8 million, respectively. For the fiscal year ended April 30, 2007, ATPA processed more than $2 billion of employee benefit contributions, $500 million of HMO premiums and $500 million of benefit claims.

ATPA was formed in 1994 as a result of the consolidation of C.W. Sweeney & Company , which we refer to as CWS&Co., and Glen Slaughter & Associates, which we refer to as GS&A. Both companies were founded in the mid-1950's accumulating approximately 50 years of experience in employee benefits administration. In addition, both entities had a long history and experience in the use of computer application technology for the administration of Taft-Hartley multi-employer trust funds and both specialized in collective bargaining agreement administration.

On December 17, 2007, UBPSI acquired ATPA pursuant to an Agreement and Plan of Merger, dated as of November 30, 2007, among ATPA, UBPSI, UBPSI Acquisition Sub, Inc., which we refer to as "merger sub", a recently-formed, wholly-owned subsidiary of UBPSI, and certain principal

stockholders of ATPA, which we refer to as the "ATPA merger agreement". Merger sub was merged with and into ATPA and ATPA was the surviving corporation in the merger and ATPA became a wholly-owned subsidiary of UBPSI.

Our strategy is to use the acquisition of ATPA as a platform to acquire other smaller regional third party pension and benefit administration services companies specializing in Taft-Hartley multi-employer plans and to grow the acquired businesses, including ATPA, by (i) increasing the number of plans for which benefits are being administered, (ii) cross-selling additional administrative services to existing and new plans, and (iii) leveraging the management teams and sophisticated management information and data processing systems of ATPA and other businesses which may be acquired in the future to enhance operating efficiencies. While we have evaluated and discussed possible acquisitions, we have not entered into any commitment, agreement or understanding with any potential acquisition candidates, and there can be no assurance that we will be successful in locating other suitable acquisition candidates or that any additional acquisitions will be consummated in the future. We will be required to seek additional financing to fund our expansion through acquisition. We have no current commitments or arrangements for additional financing other than the direct offering and there can be no assurance that additional financing will be available on acceptable terms, or at all.

Our senior management, led by Richard E. Stierwalt, the founder and President and Chief Executive Officer of UBPSI, and Thomas J. Mackell, Jr., our Chairman of the Board have extensive experience in the financial services industry and the benefits and pension plan administration business.

UBPSI is a Delaware corporation and was incorporated in October 2006. Prior to its acquisition of ATPA on December 17, 2007, UBPSI had not commenced significant operations and had not generated any revenues. Our principal executive offices are located at 150 East 58th Street, 18th Foor, New York, NY 10155.