Clients' Guide To Private Placement Internationally Regulated Project Funding Programs
Clients' Guide To Private Placement Internationally Regulated Project Funding Programs
Clients' Guide To Private Placement Internationally Regulated Project Funding Programs
CLIENTS' GUIDE TO
PRIVATE
PLACEMENT
INTERNATIONALLY
REGULATED
PROJECT FUNDING
PROGRAMS
SECOND EDITION
Michael J. Weiner
PRECONSTRUCTION CATALYSTS
CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
CLIENTS' GUIDE TO
PRIVATE PLACEMENT INTERNATIONALLY
REGULATED PROJECT FUNDING
PROGRAMS
(SECOND EDITION)
MICHAEL J. WEINER
i
Copyright © 2018 Michael J. Weiner
ISBN: 1981188398
ISBN-13: 978-1981188390
DEDICATION
This publication is designed to provide accurate and authoritative information about the subject matter
covered. It is provided with the understanding that the publisher is not engaged in rendering legal,
accounting or other professional services. If legal advice or other expert assistance is required, the services
of a competent professional should be sought.
CONTENTS
CONTENTS
ACKNOWLEDGMENTS .......................................................................................................................................................... v
1 INTRODUCTION ................................................................................................................................................................. 1
2 THE BASIC REASONS FOR THIS KIND OF TRADE PROGRAM ................................................................................................. 3
3 WHO CAN PARTICIPATE. .................................................................................................................................................... 7
4 COMPLIANCE, DUE DILIGENCE AND SOLICITATION............................................................................................................. 8
5 START THE CONVERSATION ............................................................................................................................................. 11
6 TIMELINES ....................................................................................................................................................................... 12
7 HOW IS MY MONEY PROTECTED FROM LOSS ................................................................................................................... 14
8. SAMPLE KYC ................................................................................................................................................................... 16
ABOUT THE AUTHOR .......................................................................................................................................................... 43
ACKNOWLEDGMENTS
There are many people along the journey who took the time and had the patience to teach the author about
this business. To those who I have had the pleasure and privilege of studying under, and who have been
kind enough to allow me entre’ into this world of project finance, I am indeed blessed. I respect their right
to anonymity and honor them with gratitude and thanks. You know who you are.
1 INTRODUCTION
Decades ago -- at the end of World War II -- the financial underpinnings of most of the countries in the
world were devastated by the costs of fighting -- and then rebuilding-- infrastructures and other critical
projects needed for reviving and sustaining humanity.
After World War II, the U.S. had the largest gold reserves in the world, by far. Along with winning the
war, this let the U.S. reconstruct the global monetary system around the dollar. The new system, created at
the Bretton Woods Conference in 1947, tied the currencies of virtually every country in the world to the U.S.
dollar through a fixed exchange rate. It also tied the U.S. dollar to gold at a fixed rate of $35 an ounce. The
dollar was said to be “as good as gold.” The Bretton Woods system made the U.S. dollar the world’s premier
reserve currency. It effectively forced other countries to store dollars for international trade, or to exchange
with the U.S. government for gold. However, this pseudo gold standard was doomed to fail.
A plan was devised that encompassed various strategies to create funding for these projects which, by their
nature, were not meant to create business ventures that would be profitable in the purest sense of the capitalist
world. Reconstructed roads, bridges, hospitals, and other infrastructure needs are not the best investment
when a capitalist is seeking a return on his or her investment from ordinary startup and operation.
To help entice private money to create funding for desperately needed projects, the financial and political
engineers of this plan created a way for wealthy families and corporations holding enormous sums of cash
and certain other assets to invest and achieve profits from buying and selling bank paper, profiting
handsomely, and dedicating the bulk of the profits into needed projects.
This white paper is not meant to go into granular details of how all this transpired, nor is it meant to be a
complete education in this tight, niche financing scheme.
It is, however, helpful to understand how things got started and have evolved into the ongoing buying,
selling or trading of bank paper (medium term notes, debentures, bonds, guarantees, etc.) as a method of
generating profits which would be mostly used to fund the reconstruction and rebuilding around the globe.
By the late 1960s, the number of dollars circulating had drastically increased relative to the amount of gold
backing them. This encouraged foreign countries to exchange their dollars for gold, draining the U.S. gold
supply. It dropped from 574 million ounces at the end of World War II to around 261 million ounces in 1971.
To plug the drain, President Nixon “temporarily” suspended the dollar’s convertibility into gold in 1971. This
ended the Bretton Woods system and severed the dollar’s last tie to gold. The “temporary” suspension is still
in effect today. This is why the Fed can print as much paper money as it pleases.
The death of the Bretton Woods system had profound geopolitical consequences. Most critically, it
eliminated the main reason foreign countries stored large amounts of U.S. dollars and used the U.S. dollar for
international trade. So, the U.S. government concocted a new scheme—the petrodollar system. It gave foreign
countries another compelling reason to hold and use the dollar. The new arrangement preserved the dollar’s
special status as the world’s top reserve currency.
For President Nixon and Secretary of State Henry Kissinger, it was a geopolitical and financial
masterstroke. There is indeed, a tremendous amount more detail than can be discussed here.
The purpose of this document is to help you become aware of the opportunity and the reasons why it is
in existence. You can learn more from various sources by researching the Internet and consulting with
knowledgeable professionals.
From 1972 to 1974, the U.S. government made a series of agreements with Saudi Arabia that created the
petrodollar system. The U.S. handpicked Saudi Arabia because of the kingdom’s vast petroleum reserves and
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MICHAEL J. WEINER
its dominant position in OPEC—and because the Saudi royal family was (and is) easily corruptible. The
petrodollar system was an agreement that the U.S. would guarantee the House of Saud’s survival. In exchange,
Saudi Arabia would:
1. Use its dominant position in OPEC to ensure that all oil transactions would only happen in U.S.
dollars.
2. Recycle the many billions of U.S. dollars from oil revenue into American weapons manufacturers
and infrastructure companies—and critically, into U.S. Treasuries. This let the U.S. issue more debt and
finance previously unimaginable budget deficits. By 1977, at least 20% of all Treasuries held abroad were in
Saudi hands.
3. Guarantee the price of oil within limits acceptable to the U.S. and prevent another oil embargo.
Oil is the largest and most strategic commodity market in the world.
Every country needs oil. And if foreign countries need U.S. dollars to buy oil, they have a very compelling
reason to hold large dollar reserves. This creates a huge artificial market for U.S. dollars.
In part, this is what differentiates the U.S. dollar from a purely local currency, like the Mexican peso.
The dollar is just a middleman. But it’s used in countless transactions amounting to trillions of dollars that
have nothing to do with U.S. products or services. To repatriate the US Petrodollar, Kissinger created a system
of trading that is in use even today. It is this system that forms the foundation for Project Funding through
this mechanism.
Today’s financial and economic needs have grown in orders of magnitude over the last 70+ years, with the
increasing worldwide poverty, starvation, ignorance and illiteracy, plus the continuing needs of a government
to provide basic services for its citizens. The post-World War II system of funding still supports the reasons
for providing comparatively handsome profits to the client, whilst at the same time designating most of those
profits to pay for these needed projects. Times have changed, the names of the instruments are different, and
the manners in which they generate profits have changed, but the core objective is still the same: To create
funds for infrastructure, environmental and humanitarian projects around the globe.
2
2 THE BASIC REASONS FOR THIS KIND OF TRADE PROGRAM
Most finance, accounting, and general banking people have no idea that this exists, and even express
disbelief when hearing of the profit that is generated. Ask any CPA, Attorney, and Banker (other than the
senior level management of the bank) about these programs and they will generally give you a blank stare,
being completely unaware, or highly suspicious, of this. While good people, the level of education in this arena
is far greater and beyond their training and expertise.
To repatriate the US Petrodollar, Kissinger created the system of trading that is in use even today. It is this
system that forms the foundation for Project Funding through this mechanism.
These are considered PRIVATE PLACEMENTS. This information is tightly controlled, and anyone
seeking to learn more by calling the banks or asking the government agencies will be told there is no such
thing as this, and they will deny any more information. You will see why it must be this way if this system is
to succeed behind the scenes to advance humanity and our environment, as well as provide attractive profits
for those with the money.
This book was designed to help familiarize a prospective Client who is unfamiliar with the Project Funding
Trade Program arena. After years plowing through the thousands of “Internet Brokers” who are not truly
connected to anyone who is able to perform, and then ultimately becoming associated with the actual
performers, I developed this booklet to answer questions coming from a place of knowledge learned over
several years. I present this to you as a means of clearing up the many misunderstandings that people around
the globe have had about these, and to provide some insight into the funding of major infrastructure,
humanitarian and environmental projects that will benefit humanity.
First, let’s clear up what the term “Private Placement” really means.
PRIVATE PLACEMENT is an umbrella term that covers all types of transactions that are not meant for
the investing public to know about. That’s why they are PRIVATE. In general, all types of financial offerings
that are not public are private and reserved for those with the proper financial and background qualifications.
To clarify this, think of a Private Placement Program as ANYTHING NOT BEING OFFERED TO THE
GENERAL PUBLIC.
Somewhere along the way, the term also became used to describe certain trade programs. When used in
the context of Project Funding Trade Programs, which is the topic we are covering here, the term PPP is
synonymous with Project Funding Trade Programs, sometimes also referred to as Managed Buy/Sells, which
is also another type of trading activity that more financial people would understand. The Internet has created
a category of “Internet Brokers” who have no connection to these but try to convince investors to part with
their money without any way of performing. This has caused much confusion amongst financial people,
lumping in this mechanism with other forms of illegal High Yield programs that cannot possibly be successful
due to this lack of relationship to the source. Sadly, the authentic program has been lumped into the same
category as other heavily promoted scam attempts, when it is not an apples-to-apples comparison,
As you read this I hope you will gain a better understanding of the specific Regulated Project Funding
Trade Program system. As a prospective new client, you will naturally have additional questions.
We will walk through the initial steps described here and see why certain information cannot be revealed
until you have been cleared through the necessary due diligence process.
Remember that these programs operate at a very high level in the banking industry—a level where very
few retail and even lower-level commercial bank executives have knowledge. Asking a branch manager about
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MICHAEL J. WEINER
these, or even at the Senior Vice President level, will generally result in blank stares, or “we don’t do that”
answers. Bank secrecy. Or just not being “in the loop” at their bank. Access to this program typically requires
a relationship with the CEO or President of one of the top Western European Banks… access which is nearly
impossible for a typical banker to reach.
It is sad that the Internet has created such a cacophony of people who have confused, confounded, and
conspired to work fraudulently, mainly because the amounts of money we talk about here are, for many,
inconceivable. Exaggeration of profits, program availabilities and other outright misinformation (purposefully
or ignorantly) has caused so many legitimate investors to huddle up inside their shells. If I hadn’t had the
education I have received, I would do the same thing.
Being on the provider side, we see similar problems brought on by incompetence, cheating and lying, not
just by intermediaries surprisingly enough, but also by would-be clients. Unfortunately, people often pose as
the owner of the bank account, only for it to be discovered this isn’t the case.
It is my hope that this information will provide a bit more clarity, and help you better understand the
process, which isn’t all that complicated once you understand the moving parts.
First and foremost, these trade programs exist to “create” money. Money is created by creating debt.
For example, you as an individual can agree to loan $100 to a friend, with the understanding that the
interest for the loan will be 10%, resulting in a total to be repaid of $110. What you have done is to create
$10, even though you don't see that money initially.
For the moment, don't consider the regulatory and legal aspects of such an agreement, just the numbers.
Banks are doing this sort of lending every day, but with much more money. Essentially, banks have the power
to create money from nothing. Since PPP’s involve trading with discounted bank-issued debt instruments,
money is created since such instruments are deferred payment obligations or debts. Money is created from
that debt.
Theoretically, any person, company or organization can issue debt notes (again, ignore the legalities of the
process). Debt notes are deferred payment liabilities.
Example: A person (individual, company, or organization) needs $100. He generates a debt note for $120
that matures after 1 year and sells this debt for $100. This process is known as "discounting". Theoretically,
the issuer can issue as many such debt notes at whatever face value he desires – if borrowers believe that he's
financially strong enough to honor them upon maturity.
Bank notes such as Medium Terms Notes (MTN), Bank Guarantees (BG), and Stand- By Letters of Credit
(SBLC) are issued at discounted prices by major world banks in the billions every day. Essentially, they "create"
such debt notes out of thin air, merely by creating a document.
The core problem: To issue such a debt note is very simple, but the issuer would have problems finding
Clients unless the buyer "believes" that the issuer is financially strong enough to honor that debt note upon
maturity. Any bank can issue such a debt note, sell it at the discount, and promise to pay back the full-face
value at the time the debt note matures. But would that issuing bank be able to find any buyer for such a debt
note without being financially strong?
If one of the largest banks in Western Europe sold debt notes with a face value of €1M EURO at a
discounted price of €800,000, most individuals would consider purchasing one, given the issuing bank’s
financial reputation and means, along with the ability to verify it beforehand. Conversely, if a stranger
approached an individual on the street with an identical bank note, issued by an unknown bank, and offered
it for the same sale price; most people would never consider that offer. It is a matter of trust and credibility.
This also illustrates why there has been so much fraud and so many bogus instruments in this business.
Because of the previous statements, there is an enormous daily market of discounted bank instruments
involving issuing banks, the trade groups, and the groups of exit-Clients (Pension Funds, large financial
institutions, etc.) in an exclusive Private Placement arena.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
All such activities by the bank are done as "Off-Balance Sheet Activities". As such, the bank benefits in
many ways. Off-Balance Sheet Activities are contingent assets and liabilities, where the value depends on upon
the outcome of which the claim is based, like that of an option. Off-Balance Sheet Activities appear on the
balance sheet ONLY as memoranda items. When they generate a cash flow they appear as a credit or debit in
the balance sheet. The bank does not have to consider binding capital constraints, as there is no deposit
liability.
All trading programs in the legitimate Private Placement arena involve trade with such discounted debt
notes in some fashion. Further, to avoid the legal restrictions, this trading can only be done on a private level.
This is the main difference between this type of trading and "normal" trading, which is highly regulated by
most countries. This is a Private Placement level business transaction that is free from the usual restrictions
present in the securities market.
Usually a trade is performed under the "open market" (also known as the "spot market") where discounted
instruments are bought and sold with auction-type bids. To participate in such trading, the traders must be in
full control of the funds, otherwise, they lack the means buy the instruments and resell them. Also, there are
fewer arbitrage transactions in this market, since all participants have knowledge of the instruments and their
prices.
However, in addition to the open market, there is a closed, private market wherein lies a restricted number
of "master commitment holders". These holders are Trusts with massive amounts of money that enter
contractual agreements with banks to buy newly issued instruments at a specific price during an allotted period.
Their job is to resell these instruments, so they contract sub-commitment holders, who in turn contract exit-
Clients.
These programs are all based on arbitrage transactions with pre-defined prices. As such, the traders never
need to be in control of the client's funds. However, no program can start unless there is a sufficient quantity
of money backing each transaction. It is at this point the clients are needed, because the involved banks and
commitment holders are not allowed to trade with their own money unless they have reserved enough funds
on the market, comprising unused money that belongs to clients, never at risk.
The trading banks can loan money to the traders. Typically, this money is loaned at a ratio of 1:10, but
during certain conditions this ratio can be as high as 20:1. In other words, if the trader can "reserve" $100M,
then the bank can loan $1B. In all actuality, the bank is giving the trader a line of credit based on how much
money the trader or commitment holder has since the banks won't loan that much money without collateral,
no matter how much money the clients have.
Because bankers and financial experts who are not privy to this but are aware of the open market, and
equally aware of the so-called "MTN-programs", but are closed out of the private market, they find it hard to
believe it is possible or that it exists. Ignorance is absolutely encouraged because of the very sensitive nature.
Private Placement trading safety is ensured since the transactions are performed as arbitrage transactions.
This means that the instruments will be bought and resold immediately with pre-defined prices. Several Clients
and sellers are contracted, including exit-Clients comprising mostly of large financial institutions, insurance
companies, or extremely wealthy individuals.
The issued instruments are never sold directly to the exit-buyer, but to a chain of clients. For obvious
reasons the involved banks cannot directly participate in these transactions but are still profiting from it
indirectly by loaning money with interest to the trader or client as a line of credit. This is their leverage.
Furthermore, the banks profit from the commissions involved in each transaction.
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MICHAEL J. WEINER
The client's principal does not have to be used for the transactions, as it is only reserved as a compensating
balance ("mirrored") against this credit line. This credit line is then used to back up the arbitrage transactions.
Since the trading is done as arbitrage, the money (“credit line”) doesn't have to be used, but it must still be
available to back up each transaction.
Such programs never fail because they don't begin before all actors have been contracted, and each actor
knows exactly what role to play and how they will profit from the transactions. A trader who can secure this
leverage is able to control a line of credit typically 10 to 20 times that of the principal. Even though the trader
is in control of that money, the money still cannot be spent. The trader need only show that the money is
under his control and is not being used elsewhere at the time of the transaction.
This concept can be illustrated in the following example. Assume you are offered the chance to buy a car
for $30,000 and that you also find another buyer that is willing to buy it from you for $35,000. If the
transactions are completed at the same time, then you will not be required to “spend” the $30,000 and then
wait to receive the $35,000. Performing the transactions at the same time nets you an immediate profit of
$5,000. However, you must still have that $30,000 and prove it is under your control.
Arbitrage transactions with discounted bank instruments are done in an analogous way. The involved
traders never actually spend the money, but they must be in control of it. The client's principal is reserved
directly for this, or indirectly for the trader to leverage a line of credit.
Confusion is common because most seem to believe that the money must be spent to complete the
transaction. Even though this is the traditional way of trading - buy low and sell high – and the common way
to trade on the open market for securities and bank instruments, it is possible to set up legal arbitrage
transactions if there is a chain of contracted Clients in place, and the trader can show he had the money in
hand before he executed the first-round purchase. This is where your funds come into play, and you are
rewarded handsomely.
Therefore, client funds blocked for use in a Project Funding Trade Programs are always safe without any
trading risk: The trader is using the Client funds to obtain a credit line, which is what is used in his or her
trading activities.
HIGH YIELD
Compared to the yield from traditional investments, these programs usually get a very high yield. A yield
of 25%-50% per week is possible. “Impossible,” you say? Read on.
For example: Assume a leverage effect of 10:1, meaning the trader can back each buy-sell transaction with
ten times the amount of money that the client has in his bank account. In other words, the client has €100M,
and the trader can work with €1B. Assume also the trader is able to complete three buy-sell transactions per
week for 40 banking weeks (one year), with a 5% profit from each buy-sell transaction:
(5% profit/transaction) (3 transactions/week) = 15% profit/week Assume 10x leverage effect = 150%
profit...PER WEEK!
Even with a split of profit between the client and trading group, this still results in a double-digit weekly
yield. This example can still be conservative, since first-tier trading groups can achieve a much higher single
spread for each transaction, as well as a markedly higher number of weekly trades.
6
3 WHO CAN PARTICIPATE.
Believe it or not, having hundreds of millions, billions or trillions of dollars in your pocket does not
automatically allow you entre’ into a program. As much money as you may have available for this (and please
remember, most programs require a 100,000,000 Euro cash MINIMUM to start), more important is the
quality and caliber of your personality and cooperativeness in providing details about your situation. In other
words, are you easy to work with, cooperative, and pleasant, or are you aggressive, complaining, and unwilling
to do what is required?
If I were to describe the best client, it would be one who understands that without a good relationship with
Trust, Honesty, Integrity, and Accountability and Understanding of each party’s needs, nothing will ever
happen. From the strength of a trusting relationship, transactions can proceed in an effective way. When a
client misrepresents him/herself in any way, it is always discovered in the due diligence, and that client ends
up on a permanent list of disqualified individuals who are prohibited from trading.
Deal opportunities come and go every day. But the Relationship that lives on will bring forth new
opportunities that fit your plans. Few people understand that, no matter how wealthy they are, they are often
turned away at the beginning if they are difficult to work with.
7
4 COMPLIANCE, DUE DILIGENCE AND SOLICITATION
What does ‘compliance’ mean? Sadly, in this world of broker-jokers and other folks trying to explain what
it means, the understanding, explanation and interpretations vary from one person to the next. If you think
education is expensive, try ignorance!
Simply, when someone says they need to run you through “compliance”, that is short-hand for completing
some basic due-diligence on you AND YOUR MONEY before engaging in a conversation. New Basel III
(and soon Basel IV) regulations require each principal to “Know Your Customer” before engaging in the next
steps.
There are clients who insist that, for whatever reason, they are too important and ‘well known’ to have to
provide this starting information. This is the fatal attitude that will stop a fledgling relationship dead in its
tracks. For whatever reason—most likely they have been burned by Internet brokers who merely pass their
information along without any bona fide business relationship with a provider—the knee-jerk reaction is to
not send anyone anything. Then, of course, they wonder why they cannot find a source at all!
A “Know Your Customer” (KYC) set of documents (see Chapter 8) including a Client Information Sheet
(CIS) with all the blanks filled in. Your personal banker’s information must be listed along with a main number
for the bank and the banker’s bank email address. Gmail and other non-bank-domain email accounts do not
count.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
• A Bank Statement—signed by two authorized bank officers and NO OLDER THAN 5 banking
days showing an available cash balance of at least €150,000,000 (One Hundred Fifty Million
Euro) free and clear and not blocked already. If the funds are already blocked, they do not
qualify. Before you submit, have your bank unblock the funds first, and then provide the POF.
Together these constitute the Client making the first move.
Let’s call this Package 1: The Initial Application. It is your “Application” for being accepted as a Client
who is financially and personally qualified. It is not the last document you will be asked for, but it is the key
in the door that turns the lock to enter the trading domain.
Upon receipt of the above preliminary documents in Package 1, the Client is checked out at agencies such
as Treasury, Homeland Security or the bank’s governmental agencies (like FSA in the UK). If the buyer
principal and his money are clean and clear, the trade group compliance officer or principal generally contacts
the principal buyer directly.
The absolute Grade A+ method of showing Proof of Funds (POF) is for the client to provide a current
Bank Tear Sheet (no older than 10 business days), showing adequate Funds and signed by Two Authorized
Bank Officers. This is perhaps the fastest way to be accepted because, when signed, it is with full bank
responsibility for Proof of Funds on the part of the Buyers bank.
With the Internet and the underbelly of so-called brokers, there has been a rash of fake bank-to-bank
verifications that have caused the providers to take a hard stance about what they will accept as Proof of
Funds (POF). They consider the signed tear sheet to be the gold standard for POF and a banker to banker
verification. The rules on this change with the times and may be even more stringent. Since they will deal
only with the cream of the crop, a Client needs to follow the yellow brick road to get to the bank.
Many Clients do not want their tear sheet exposed to prying eyes. In the Internet broker world, there is a
reason to fear. However, the reality is, IF you are dealing with the genuine and authentic people, there is
NOTHING THAT ANYONE CAN DO WITH YOUR INFORMATION!
Do you truly believe your bank will allow someone to take or touch your account without contacting you
to authorize it? In fact, if someone is that stupid to try to use the bank instrument that is in your name to
relieve you of your funds, the bank will not only turn them away but have them arrested for fraud. What a
Wonderful way to rid the world of these crooks.
However, the simplest and most effective solution that I recommend is to PASSWORD PROTECT the
tear sheet after it is signed. Of course, you need to provide the password to the Provider’s Rep, so it can be
reviewed. Once the provider’s compliance officer receives Package 1, the first step is a first-round compliance
check. This usually takes 24 to 48 hours (depending on the provider's workload). The provider's authorized
officer then calls the client directly (principal to principal), to discuss the program and answer additional
questions which can only be answered after the first check is done.
Once the provider bank receives the first package, THEY then call or email to the buyer directly and
discuss his request. If all is ironed out in that call and additional requirements are met by the client, the bank
then prepares an Asset Management Agreement (also called the Trade Contract).
Until package 1 is received then, nothing can be sent back other than general information (*NOT an offer).
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MICHAEL J. WEINER
An investigation or audit of a potential investment. Due diligence serves to confirm all material facts
regarding a sale or contract. Generally, due diligence refers to the care a reasonable person should take before
entering into an agreement or a transaction with another party. In the case of these programs, due diligence
is conducted FIRST on the Client’s application. That’s the way the regulations require it before any response
from the provider is transmitted.
Prior to participation in a trade program, favorable results of the due diligence analysis must occur. This
includes reviewing all financial records plus anything else deemed material to the sale. Sellers could also
perform a due diligence analysis on the buyer. Items that may be considered are the buyer's ability to purchase,
as well as other items that would affect the purchased entity or the seller after the sale has been completed.
Due diligence is a way of preventing unnecessary harm to either party involved in a transaction and
ensuring that the applying party meets the tests as dictated by the regulatory authorities worldwide.
Two critical components of compliance fall under several different international definitions. The first piece
of compliance relates to the Buyer Principal.
Is he on a national or international blacklist (each bank and provider maintain their own internal list which
they will never reveal)?
Does he or she appear on the Specially Designated Nationals list from the US Treasury Office of Foreign
Assets Control (OFAC) or any of the myriad other private government and law enforcement lists that flag
someone as unacceptable?
As it pertains to the world of banking, several rules and organizations dictate the requirements that each
bank or provider must undertake before serving a client, such as:
Anti-money laundering now requires all financial institutions to verify new clients. KYC documents give
the institution, organization or bank the information they need to confirm an individual or company's
existence and identify the individuals behind it, together with basic details about the company's credit
worthiness.
Now can you see there really IS a valid essential reason why a provider (whether a bank, licensed broker-
dealer, or trader) must know who you are and where your money is located (*AND how you came to have
it!).
SOLICITATION/NON-SOLICITATION
We’ve already covered the reasons in this chapter. Suffice it to say, the evidence is in, and the rules of
engagement require that a potential transaction MUST start with the Client.
10
5 START THE CONVERSATION
Now that you understand why the provider of any program MUST have you, as the Client, initiate the
contact, there are some wrong ways and one correct way to go about starting this process. Here, we focus on
the right way to approach this.
11
Figure 1 - Typical Timeline from start to finish
6 TIMELINES
Everyone wants it YESTERDAY! But the fact of the matter is there is a lot of machinery that goes to work
behind the scenes and eats up precious time.
Remember the story of The Tortoise and The Hare (or Rabbit- the point is, the moral is the same)?
The Hare or Rabbit, (or Hairy Rabbit??) starts the race with a bang… zooming away down the road, and
leaving the Tortoise slowly plodding along. But the Hare runs out of steam soon, well before the finish line.
While the Hare rested underneath a tree, the Tortoise had ploddingly loped along the road until he passed the
sleeping Hare. By the time the Hare woke up to see the Tortoise -- just crossing the finish line-- it was too
late! The Hare was in such a hurry, he ended up losing the race.
And so, it is in this world.
We are dealing in an arena which is part of the financial underpinnings of the world, where the select few
are privileged to be invited into the inner sanctum. That is why even this information is considered
CONFIDENTIAL and only for the use of the Ultra High Net-Worth Individual or Corporate with the
attitude and wherewithal needed to create a very confidential business relationship.
The sample graph below is a typical length of time for a transaction to move from start to finish. This is
particularly true of an Unknown Buyer being introduced (After Package 1 has been submitted), to a seller who
has never done business with him. Every transaction has a life-cycle of its own; some Clients who are already
known to the Seller can move much faster than this, others may have delaying problems that interfere, such
as different time zones, or other factors.
The more information that you submit in Package 1, about you, your money, and your demonstration of
being a good client of theirs, the sooner they will react. In this world now, this is a Seller’s market. The Seller
sets the procedures.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
It seems arrogant in some ways, and I do not believe it is intentionally so. I think the business of the people
in the back office is of such immense volume, the focus is lasered in on producing the work, rather than
appearing to be concerned about helping a “Package Deficient” Buyer get it right. They are not in the business
of teaching or nurturing new clients, and they are not trained to do so.
So, it falls to the Buyer to make certain that his Initial Package 1 is “right” and “tight”. As a Buyer, the
burden of proof falls on you, perhaps unfairly. However, the trick is to understand this environment, and
creating the right package that contains EVERYTHING the Provider will want to see.
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7 HOW IS MY MONEY PROTECTED FROM LOSS
Since the Investor’s money is being used to obtain a credit line, and the credit line is the money being placed
into a trade account to be shown as accessible to the Trader each time he trades, there is already a “firewall”
which keeps the credit line and the asset underneath it (the Investor’s cash) protected.
The intention in preparing this short guide for very select few readers is to help shed some light and
alleviate some of the fears, (many rightfully deserved), of wasting time or being taken, or having their
reputation sullied.
It has taken several years of crawling around the snakes and rats to recognize that the only thing that will
make a transaction successful is when both the Principals are introduced in an effective way and can have a
private discussion.
If there is a deal to be made, the atmosphere will have to be conducive. It will always depend on both the
Client and the Provider being committed to providing what the other needs and profiting in return.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
I also recognize that some of the writings in this may offend some, whilst others will be nodding their
heads in agreement. This publication is a compendium of direct experiences of the author. It is his opinion
and judgment, based on participation and observation of the approaches that work, and many that don’t.
If by chance, someone has allowed an intermediary broker to read this document (shame on you!), then I
hope it will provide a background for working in a better, professional manner. Although I am appalled at the
behaviors by many brokers, there are others who are committed enough to learn about this business instead
of bluffing their way through. I have been blessed to have found a few who have learned a better, more
professional way, and are learning how to discover if someone is genuine, or even authorized, to discuss a
transaction.
Thank you for reading. If this has helped clear the smoke and mirrors a little bit for you, I am glad. To
quote the late Sy Sims, “AN EDUCATED CONSUMER IS OUR BEST CUSTOMER”.
We hope that this publication will help give you a basic understanding of this business. Of course, we
learned a long time ago that we don’t know everything. If you discover a verifiable inaccuracy in this
publication your constructive feedback is welcome. Our goal is to present accurate, timely and useful
information to our clients and on behalf of those providers we are fortunate enough to be working with.
That is the spirit and intention in which this has been written.
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8. SAMPLE KYC
DOCUMENTATION ENCLOSED
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM
AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
E-mail, facsimile copies or photocopies of documents or agreements pertaining to this subject are declared and
regarded as valid and equal to the original, provided they are represented by proper signatories. Originals may be
required upon request.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
None of the customary standards and practices that apply to normal, conventional business, investing and
finance applies to private funding programs. It is a "privilege" to be invited to participate in a Private
Placement Transaction Program, not a "right." The trading administrators and managers have a virtually
endless supply of financially qualified applicants. All things considered, the trading administrators and their
banks will favor the applicant who provides the best paperwork. An applicant should never underestimate
what the trading entities knowledge about him. Failure to provide full disclosure will disqualify the
disingenuous. Clients must first prove that they are qualified, not the other way around. Until the client is
accepted by Compliance, the Traders, and Trading Banks, no placement can occur. The U.S. Patriot Act has
introduced obligatory compliance procedures. Face‐to‐face interviews with compliance officers and
program management are occasionally required, but generally not necessary. Any arrogant or demanding
personality will have guaranteed to be rejected. Only the principal owner of funds is required as signatory.
Corporations must empower an Officer or Director as sole, exclusive signatory by using a Corporate
Resolution. Not only do the funds must be on deposit in an acceptable bank; they must also be in an
acceptable jurisdiction. It is felony fraud to submit documents or financial instruments that are forged,
altered or counterfeit. Such documents are promptly referred to the appropriate law enforcement agencies
for immediate criminal prosecution. The practices, procedures and rules are determined by the U.S. Federal
Regulatory Authorities, Western European Central Banks program management, licensed traders and
trading banks. It is their decision whom to accept and whom to reject. Contract terms, yield, schedules, etc.,
are made to fit their needs and schedules – and not the caprices or demands of the investors. This
marketplace is highly regulated and strictly confidential, and absolute confidentiality by the investor is a key
element of every contract. A client who breaks confidentiality will precipitate instant cancellation. Finally,
submission of the application documents to more than one management group at a time is termed
"shopping". If an investor "shops" he can expect that this fact shall be quickly disseminated and known
among the program management groups who maintain close communication – and will then be accepted
by none and rejected by all. Just for your own reference: Nothing can be shared until a client passes
compliance. This is not the caprices of the platform, it is law. It is in the Anti-Money-Laundering Act, Banking
Secrecy Act and the Patriot Act all of which are incorporated by reference in Basel III and regulations
promulgated by the European Banking Commission and the Honk Kong Monetary Authority.
Signature: ________________________________
Name:
Passport Number:
_____________________________________, of Issuance:
17
MICHAEL J. WEINER
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
19
MICHAEL J. WEINER
Directions: This document must be completed in full. If a line item does not pertain, then insert the term:
“N/A” (non-applicable).
Corporate Information
Telephone Number:
Fax Number:
Mobile Number:
Email Address:
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
Languages / Translator
Languages:
Does the Signatory speak English?
If No, Name of Translator:
Tel Number:
Email Address:
Legal Advisor
Full Name:
Company:
Address:
City:
State:
_____________________________________, :
Postal Code:
Telephone Number:
Fax Number:
Email Address:
Account Name:
Account Number:
Sort Code ABA No.:
SWIFT Code:
Account Signatory (1):
Account Signatory (2):
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MICHAEL J. WEINER
Bank Name:
Street Address:
City:
State:
_____________________________________, :
Postal Code:
Account Name:
Account Number:
Sort Code ABA No.:
SWIFT Code:
First Name:
Middle Name:
Last Name:
Gender:
Date of Birth:
Social Security Number:
_____________________________________, of Citizenship:
Languages:
Passport Number:
Date of Issue:
Date of Expiry:
Issuing Authority:
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
_____________________________________, :
Postal Code:
Investment
Type of currency:
Origin of funds:
Are these funds free and clear of all liens, encumbrances and third party interests:
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MICHAEL J. WEINER
DIRECTOR Name/Title:
Passport No.:
DIRECTOR Name/Title:
Passport No.:
DIRECTOR Name/Title:
Passport No.:
SECRETARY Name/Title:
Passport No.:
RESOLUTION 1:
It is resolved that the Board of Directors of _____________________________________, hereby
appoints and authorizes its (President-CEO etc.), _____________________________________, holder
of (_____________________________________, ) Passport Number (NUMBER)
____________________________________ issued on (DATE)
____________________________________, as our Managing Member to act with full authority on our
behalf, stay and name, to instruct, negotiate, arrange, monitor, execute, manage and sign any and all
agreements and/or necessary contracts with third parties pertinent to all financial transactions with
bank instruments (securities/derivatives)
RESOLUTION 2:
It is resolved that at this meeting of the Board of Directors that our Managing Member and in fact
_____________________________________, acts for _____________________________________,
with regards to the aforesaid financial investment.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
RESOLUTION 3:
It is resolved that _____________________________________, is hereby authorized to act as our
Financial Director for the aforesaid purpose.
RESOLUTION 4:
It is resolved the Board of Directors of _____________________________________, hereby authorized
_____________________________________, to assume all authority, powers, duties, signatory rights
and responsibilities on our behalf.
RESOLUTION 5:
It is resolved that _____________________________________, is hereby authorized to open a personal,
corporate, trading, trust and/or custodial account in any bank, domestic or foreign and to sign such
resolutions as may be required by such bank to accomplish the objective(s) as stated herein and to give
irrevocable instructions to said bank(s) on our behalf.
Signature: __________________________________
Name / Title: SECRETARY
Company:
Passport Number:
Date of Issue:
Date of Expiry:
_____________________________________, of Issuance:
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MICHAEL J. WEINER
LETTER OF EXCLUSIVI TY
DATE: ____________________________________
I, ___________________, the undersigned nor any other principals, individually or as officers of the
Corporation, who are involved in this transaction have authorized any other party to work with these
funds allocated for above mentioned reference code [____________________________] Nor have I,
and/or the Corporation, or any other party been authorized to invest these funds with other parties
for a similar investment program. Further, I attest that this Letter of Exclusivity negates any other
intermediaries or trade groups that have had our paperwork in the past.
I, the undersigned herewith grant the MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE
PROGRAM AUTHORITY”full and irrevocable exclusive right as our sole agent to enter this Cash Asset,
which is held in (BANK NAME with extensions) into an investment for me.
I, _____________________, the undersigned, understand, and I am fully aware, that this document,
and the other submitted private and confidential paperwork under reference code
[__________________________] will be forwarded for the sole purpose of establishing necessary
dossier due diligence participation and
clearance for this and all future transactions.
ALL STATEMENTS MADE HEREIN ARE UNDER PENALTY OF PERJURY. SO, STATED ON THIS DAY
____________________________________, BY GRANTOR:
________________________
NAME
Passport #
_____________________________________, of Issue:
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
This ____ day of __________ 2012, by ___(name of Notary) _________ , in the city of
_______________, _____________________________________, of: __________________ My
Commission Expires: ____________________________ .
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MICHAEL J. WEINER
LETTER OF INTENT
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
Furthermore, I hereby warrant and represent that I have available for placement into the proposed
investment, the sum of _____________________________________, United States Dollars $
_____________________________________, of clean, clear funds, free of any levy, liens or
encumbrances and of non-criminal origin, and herewith attach documentary evidence of same. I hereby
warrant and represent that the Rule of Full-disclosure has established these funds were legally obtained
from non-criminal business or actions. I further confirm that I am the beneficial owner of these cash
funds, that I have full signatory authority and control thereof, and that such funds are available for
immediate placement at my sole discretion.
I confirm and acknowledge, with full responsibility, that neither your company nor anyone working on
your behalf has solicited me; that the documents that I shall receive shall not be deemed to be a
solicitation of funds about an investment program; and, that I am approaching you voluntarily for
securing participation in a bona fide Secure Private Placement Program.
I am prepared to instruct my bank to act upon the funds as required pursuant to the specifics of this
program. In the case of Blocked Funds, it is my understanding the funds will be blocked and or reserved)
in the account and they will remain, always, non-callable.
I hereby request information from you covering the terms, condition and procedures of a secured
investment and look forward to commencing the transaction, upon my acceptance of the agreement.
Email, facsimile copies or photocopies of documents or agreements pertaining to this subject are
declared and regarded as valid and equal to the original, provided they are represented by proper
signatories. Originals may be obtained upon request.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
29
MICHAEL J. WEINER
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
And that; All previous entities, associations, financial institutions, affiliates, intermediaries, groups or
others have been notified of such by the correspondent official Cease and Desist Letter communication.
This exclusive authority and engagement shall continue fully effective until cancelled in writing by me.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
I further declare these funds are current and valid currency lawfully obtained and constitute clean,
cleared funds of legitimate, non-criminal, commercial origin. There are no liens, contractual obligations
or encumbrances of any kind against these funds.
I have full and complete, legal ownership of, and the unrestricted right and authority to pledge or
otherwise utilize these funds. The funds are ready for transfer or release upon my instruction.
These funds are authentic and verifiable. I am not aware of any matter which could or might cause the
non-validation of these funds and I hereby indemnify the Program Manager and/or assignees,
intermediaries, or other parties involved, against any claims, demands, civil and/or criminal in nature,
and liabilities, damages, or expenses including without limitation any attorney’s fees which may arise,
whether in whole or in part, caused because of reliance upon this sworn declaration.
E-mail, facsimile copies or photocopies of documents or agreements pertaining to this subject are
declared and regarded as valid and equal to the original, provided they are represented by proper
signatories. Originals may be obtained upon request.
31
MICHAEL J. WEINER
NOTARY:
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
33
MICHAEL J. WEINER
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Authorization to Verify
I, (signatory name), the duly authorized signatory for and on behalf of (name of company or myself), attest with
full legal responsibility that the following named person is my personal (or corporate) bank officer at (insert the
name of the bank), located at (insert the banks address), who will be available to receive email on my behalf.
BANK
ADDRESS
Bank Switchboard Number:
Bank Officer’s Name:
Title:
PIN #
Direct Telephone Number: Extension #:
Direct Fax Number:
Bank Officer Mobile:
Bank Officer Email Address:
Window Time for call:
Mr. (insert name of the bank officer) ____________________________________ is given full authority on
my behalf to confirm to the officer representing Private Banker at Bank US Association.
Mr. (insert bankers name) ____________________________________ will be made aware of this incoming
email to be sent
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
35
MICHAEL J. WEINER
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
____________________________________
OFFICER NAME ____________________________________
TITLE____________________________________
PIN____________________________________
MAIN SWITCHBOARD PHONE____________________________________
EMAIL____________________________________
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
PASSPORT
PROVIDE COLOR COPY ENLARGED (140%) TO THIS SIZE (8½ X 11 INCHES). PICTURE MUST BE CLEAR AND
NOT DARK. ENLARGE & LIGHTEN (USING PHOTO SETTING). COLOR SCAN THE PASSPORT INTO YOUR
COMPUTER AT A HIGH RESOLUTION IN THE JPEG FORMAT AND INSERT.
37
MICHAEL J. WEINER
PROOF OF FUNDS
CURRENT BANK STATEMENT OR RECENT THREE (3) DAYS TEAR SHEET IS THE REQUESTED ACCEPTABLE
PROOF OF FUNDS. BCL, BANK LETTERS SIGNED BY BANK OFFICER(S), CERTIFICATE OF ACCOUNT OR
CONFIRMATION OF FUNDS MAY BE INCLUDED AS SUPPLEMENTAL BANKING. KINDLY INCLUDE UN‐
SANITIZED CURRENT BANK STATEMENT OR TEAR SHEET WITH YOUR SUBMISSION. TRANSMIT HIGH-
QUALITY, COLOR SCANS OF REAL DOCUMENTS. THANK YOU.
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
DATE: ____________________________________
TO: MUST BE ADDRESSED TO A PERSON- NOT GENERIC “TRADE PROGRAM AUTHORITY”
RE: Participation in Structured Private Financial Opportunity
Dear Sir,
39
MICHAEL J. WEINER
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CLIENTS' GUIDE TO PRIVATE PLACEMENT INTERNATIONALLY REGULATED PROJECT FUNDING PROGRAMS
41
MICHAEL J. WEINER
42
ABOUT THE AUTHOR
After a lengthy career in the communications industry, Michael Weiner became intrigued by the manner which projects for large
scale developments are funded. Starting in 2006, Michael first began as most people in the industry do—as a broker, learning his
way through the underbelly of other brokers who always turned out not to have any real connection or understanding of how this
business works, why, and who the genuine players are in the business. With hard work and a lot of determination and persistence,
he was finally introduced and was invited to work with a private banking organization in Europe who holds the worldwide
commitments for bank paper and is the licensed and authorized entity for project funding programs sanctioned by the
International Monetary Fund and the World Bank. For the past several years, as he has grown in his knowledge and
understanding of the actual system discussed in this document, he has been elevated to become an internal intake officer to this
private organization and works with financially and mentally qualified Ultra High Net Worth Corporations and Individuals
holding large liquid assets that can be utilized in the program. Mr. Weiner holds a Master of Business Administration, a Bachelor
of Science in Business and Management, and a Bachelor of Arts in Communication Arts. He lives in suburban Washington. DC.
43