ATTACHMENT A Form of Placement Agent and Political

Transcription

ATTACHMENT A
Form of Placement Agent and Political Contribution Disclosure Letter
Treasurer of the State of North Carolina
325 North Salisbury Street
Raleigh, North Carolina 27603
Re: Disclosure Letter pursuant to Placement Agent and Political Contribution
Policy
Ladies and Gentlemen:
Under Section 111(A) of the Placement Agent and Political Contribution Policy
originally adopted by the North Carolina Department of State Treasurer on October 19,
2009 and revised on March 14, 2011 (the “Policy”), prior to entering into an engagement
to engage, hire, invest with or commit to invest, or otherwise do business with the
Treasurer of the State of North Carolina (the “Treasurer”) or at such time as provided in
Section II of the Policy, an Investment Manager (as such term is defined in Section
VII(B) of the Placement Agent Policy) must make certain disclosures to the Treasurer
regarding its use of Placement Agents and Political Contributions (as such terms are
defined in Section VII(B) of the Policy). Pursuant to and in accordance with such
Policy, the undersigned Investment Manager hereby makes the following disclosures.
Capitalized terms not otherwise defmed in this Disclosure Letter have the same meanings
as specified in the Policy.
1.
Use of Placement Agent (please check the appropriate box):
The Investment Manager (or any officer, partner, principal or affiliate thereof)
has elected to use the services of a Placement Agent to assist the Investment
Manager in obtaining investments from or doing business with any of the NC
Funds. (Note that this box should be checked whether the compensation provided
to the Placement Agent is a flat fee, contingent fee, or any other form of
compensation or benefit (tangible or intangible).) If this box is checked, please
provide the disclosures as prompted in paragraphs 2 through 8.
Neither the Investment Manager nor any officer, partner, principal or affiliate
Li
thereof has elected to use the services of a Placement Agent to assist the
Investment Manager in obtaining investments from or doing business with any of
the NC Funds. If this box is checked, no further disclosures are necessary.
2.
Placement Agent Information:
(a)
Norfolk Markets, LLC
The name of the Placement Agent is:_________________________________
(b)
Attached is a resume for each officer, partner, and/or principal of the
Placement Agent, detailing the person’s education, work experience and
professional designations. Please Appendix A
(c)
Listed below are any and all officers, partners and/or principals of the
Placement Agent that are current or former North Carolina Department of
State Treasurer employees, Investment Advisory Committee members, or
consultants or members of the immediate family of any such person
(attach additional pages as necessary):
None
3.
Placement Agent Compensation: Described below is any and all compensation of
any kind provided or agreed to be provided to a Placement Agent including the
nature, timing and value of such compensation. (Note that compensation to a
Placement Agent is deemed to include compensation to third parties as well as
employees of the Investment Manager who are retained in order to solicit, or who
are paid based in whole or in part upon, an investment from or business with any
of the NC Funds (attach additional pages as necessary)):
:No compensation has been or will be paid in connection with the North
Carolina account.
4.
Terms of Agreement with Placement Agent: Described below are the terms of the
agreement or arrangement (oral or written) creating an obligation to pay a fee to
or for the benefit of any Placement Agent the Investment Manager has elected to
use in connection with obtaining investments or doing business with the
Treasurer. (Please note that in the case of any oral agreement, the full extent of
such agreement should be written and summarized, succinctly describing the
terms of such agreement or arrangement with the Placement Agent, including
details of the nature, timing, and value of the compensation or benefit provided
(attach additional pages as necessary))
No fees will be paid to Norfolk Markets, LLC in connection with doing
business with the Treasurer. Mr. Hellerman, Mr. Rotolo, Mr. Juterbock, Mr.
Pease, Mr. Schupbach and Mr. Thomson are registered representatives of
Norfolk Markets, LLC and also employees of Wood Creek Capital
Management, LLC. Norfolk Markets is wholly owned by Mr. Hellerman, Mr.
Rotolo and Mr. Juterbock. No sales commissions will be paid in connection
with this account.
5.
Actions and Investigations Involving Placement Agent (please check the
appropriate box):
Li The Placement Agent (or any officer, partner, principal or affiliate thereof)
has been the subject of an action, or investigation by a federal, state, or local
government agency or regulatory body in the last ten (10) years and/or anticipates
being the subject of such actions or investigations in the future. If this box is
checked, the following describes any such action(s) or investigation(s) (attach
additional pages as necessary):
Neither the Placement Agent nor any officer, partner, principal or affiliate
thereof has been the subject of any actions, or investigations by any federal, state,
or local government agencies or regulatory bodies in the last ten (10) years or
anticipates being the subject of any such actions or investigations in the future.
6.
Relationships between Placement Agent and Department of State Treasurer
(please check the appropriate box):
U
The Placement Agent (or any officer, partner, principal or affiliate thereof)
has had a prior personal or professional relationship with a current or former
Department of State Treasurer employee, Investment Advisory Committee
member, and/or consultant or a member of the immediate family of such person
who suggested the retention of the Placement Agent. If this box is checked, the
following lists the name(s) of such individual(s) (attach additional pages as
necessary):
The Placement Agent (or any officer, partner, principal or affiliate thereof)
has not had any prior personal or professional relationship with any current or
former Department of State Treasurer employee, Investment Advisory Committee
member, or consultant or a member of the immediate family of such person who
suggested the retention of the Placement Agent.
7.
Registration of Placement Agent and Licensing of Placement Agent
Representatives. The Investment Manager hereby confirms that (i) the Placement
Agent is registered with the Securities and Exchange Commission or the Financial
Industry Regulatory Association, (ii) the individual officers, partners, principals,
employees, or other representatives of the Placement Agent hold all required
securities licenses, (iii) no placement fee has been shared with any person or
entity not so registered and (iv) the Placement Agent is in the habitual
systematized business of acting as a Placement Agent.
(a)
The Placement Agent’s registration details are as follows:
Norfolk Markets, LLC is registered as a broker-dealer with the Securities
and Exchange Commission and a member of the Financial Industry
Regulatory Authority (“FINRA”). Additionally, Norfolk Markets, LLC
is an introducing broker registered with the Commodity Futures Trading
Commission and a member of the National Futures Association.
(b)
For each individual officer, partner, principal, employee and other
representative of the Placement Agent, the registrations, number of years
of employment by the Placement Agent and the number of years of
experience directly related to such business are as follows (attach
additional pages as necessary):
See Appendix B.
8.
Lobbying Information of Placement Agent (please check the appropriate box):
The Placement Agent (and/or any officer, partner, principal or affiliate
Li
thereof) is registered as a lobbyist with a state government. If this box is checked,
the following are the names and positions of such persons and the registrations
held (attach additional pages as necessary):
Neither the Placement Agent nor any officer, partner, principal or affiliate
thereof is registered as a lobbyist with any state government.
9.
Political Contributions.
The Investment Manager hereby confirms that none of the Investment Manager,
the Placement Agent nor their respective officers, partners, principals or affiliates
has made, coordinated or solicited any Political Contribution to the Treasurer or
any incumbent, nominee, candidate or successful candidate for such elective
office (i) in violation of any published policy approved by the Treasurer or
applicable state or federal law or (ii) that would make it unlawful for the
Investment Manager to provide services to the Treasurer, the NCRS and/or the
NC Funds either directly or indirectly through an investment vehicle affiliated
with the Investment Manager.
[Signature Page Follows]
By signing below, the Investment Manager hereby (i) represents and warrants that
the information found in this Disclosure Letter is true, correct, and complete in all
material respects, and (ii) agrees that it shall provide the Treasurer with a written update
of any material changes to any of the information in this Disclosure Letter within
fourteen (14) days from the date the Investment Manager knew or should have known of
the change of information.
Sincerely,
1I)O
Ccfr
Name of Investment Manager
By:
&-‘ 1+ Ptfis(
Name:
C’z/C
Title:
Date:_____________________________
[Disclosure Letter should be signed by an
authorized representative of the Investment
ManagerJ
Appendix A
Attached is a resume for each officer, partner, and/or principal of the Placement
(b)
Agent, detailing the person’s education, work experience and professional designations.
Bernard Weis, Managing Principal, Norfolk Markets
Bernard J. Weis serves as one of the Managing Principals of Norfolk Markets, LLC and
joined the Company in February 2009. Mr. Weis is a member of Norfolk’s Business
Oversight Committee as well as the Business Management and Supervisory Committee.
Mr. Weis co-manages Norfolk daily business activities. Mr. Weis works with
sophisticated institutional clients to provide a full range of fixed income and alternative
asset investment solutions to meet their specific needs. Mr. Weis possesses almost 20
years of fixed income, currency and commodity market experience. Prior to working at
Norfolk, Mr. Weis served as a senior Portfolio Manager specializing in G-10 fixed
income at premiere investment banks as well as Field Street Capital Management LLC,
Element Capital Management LLC and Archeus Capital Management LLC. Prior to
embarking on his career portfolio management, Mr. Weis worked at Catequil Asset
Management, L.P (CAM) as a founding Limited Partner. Mr. Weis worked as Head
Trader and Risk Manager of the funds’ commodity, equity, fixed income and currency
portfolios. Prior to working at CAM, Mr. Weis was a Director in Institutional Fixed
Income Sales in both London and New York at Merrill Lynch and at J.P. Morgan. Mr.
Weis graduated from the University of Notre Dame with a Bachelor of Arts Degree in
Economics with a concentration in Finance.
Greg Babij, Managing Principal, Norfolk Markets
Managing Principal joined the company in December 2011. For the past 15 years Mr.
Babij has worked on providing institutional investors with sophisticated portfolio
solutions in the interest rate, credit, currency and mortgage markets. Mr. Babij is also is
an employee of AVM LP, which has a strategic relationship with Norfolk Markets, and
has been operating in a sales and marketing capacity for that firm since 2003. Before
joining AVM LP, Mr. Babij was a Vice President at Deutsche Bank from 2000 to 2003,
where he structured and marketed fixed income derivatives to institutional investors.
From 1997 to 2000, Greg was a portfolio manager & trader for a global macro hedge
fund within Deutsche Bank Asset Management that focused on cash and derivative
investments in the fixed income and currency markets. Mr. Babij began his career in
1995 in the High Yield Corporate Finance division of Bankers Trust Company, which
was acquired by Deutsche Bank in 1998. Mr. Babij graduated from Bucknell University
with a Bachelor’s of Science in Civil Engineering in 1995, and received the Chartered
Financial Analyst (CFA) designation in 2001.
Tom Juterbock, Managing Principal, Norfolk Markets
Thomas Juterbock serves as one of the Managing Principals of Norfolk Markets, LLC.
Mr. Juterbock is a member of Norfolk’s Business Oversight Committee as well as the
Business Management and Supervisory Committee. Mr. Juterbock’s primary
responsibilities are to assist in the management of the company and to Supervise all of
Norfolk Markets activities. Mr. Juterbock joined Norfolk from Nikko Asset Management
Americas, Inc. where he served as the firm’s Chief Investment Officer responsible for the
firm’s investment procedures and risk management. Mr. Juterbock has over 28 years of
investment experience including 15 years as a capital committer and 12 years as a risk
manager. Prior to joining Nikko, Mr. Juterbock was Head of Global Relative Value
Trading at Ritchie Capital Management. Before joining Ritchie Mr. Juterbock spent 19
years working at Morgan Stanley where he rose to the position of Head of Global Macro
Proprietary Trading. Mr. Juterbock was also Head of US Government Bond Trading,
Head of Global Government Bonds and Head of Global Government Bonds and US
Interest Rates. Mr. Juterbock served as a member of the Federal Reserve Bank Borrowing
Committee. He graduated from the University of California at Berkley with a Bachelors
of Arts in Economics.
Brett D. Hellerman, Chief Executive Office, Norfolk Markets
Mr. Hellerman is the Founder and Chief Executive Officer of Norfolk Markets, LLC.
Prior to founding Norfolk Markets Mr. Hellerman co-founded Clinton Group, Inc. which
grew into one of the most successful hedge fund management firms with over $9 billion
under management at its peak. Mr. Hellerman served as chief operating officer and
partner. Mr. Hellerman worked at Greenwich Capital Markets (now RBS) where he was
instrumental in building Greenwich’s successful effort in mortgage securitization. He was
also a fixed income professional at CSFB and Morgan Stanley. Before coming to Wall
Street, Mr. Hellerman was a legislative assistant in the United States Senate where he had
responsibility for economic and infrastructure issues for Senator Charles H. Percy of
Illinois. He has a B.A. with honors in diplomatic history from the University of
Pennsylvania.
Jonathan Rotolo, Senior Vice President, Norfolk Markets
Mr. Rotolo is a Senior Vice President of Norfolk Markets. Previously, Mr. Rotolo
worked at State Street Corporation in State Street’s Strategic Alliances business. In this
role he worked with State Street’s largest corporate pension fund and investment manager
clients. Mr. Rotolo graduated from Hamilton College with a B.A. in neuroscience. He
also holds a Master of Science in Investment Management from the Boston University
School of Management and has an MBA from the Tuck School of Business at
Dartmouth. At Tuck, Mr. Rotolo was an Edward Tuck Scholar and a Research Fellow at
the school’s Private Equity Research Center. Mr. Rotolo is a CFA charter holder and a
member of the Boston Securities Analyst Society.
Glenn Pease, Chief Financial Officer, Norfolk Markets
Mr Pease is the CFO of Norfolk Markets. Mr. Pease previously worked for The Phoenix
Companies, Inc., where he held a series of senior financial management positions,
including most recently Vice President of Finance at the asset management division and
Vice President of Strategic Development. In these roles he managed groups of financial
and accounting professionals and was involved in a variety of activities including
accounting, strategic and financial planning, taxes, investments, mergers, acquisitions and
divestitures. Prior to Phoenix, he worked as an auditor at Ernst & Young, LLP. Mr.
Pease has a B.S. in Applied Economics and Management from Cornell University, an
M.S. in Taxation from the University of Hartford and an MBA from the Johnson
Graduate School of Management at Cornell University. He is a Certified Public
Accountant (CPA) and a Chartered Life Underwriter (CLU).
Appendix B
(b)
For each individual officer, partner, principal, employee and other representative
of the Placement Agent, the registrations, number of years of employment by the
Placement Agent and the number of years of experience directly related to such business
are as follows (attach additional pages as necessary):
Employment
Date
1/3/2011
Registration
s
3, 7,24,63,79
Industry
Exipeirience
1995- Present
3/1/2012
7,63
2009- Present
5/4/1999
7,22,24,39,63
,79
3,4,7,24,63,7
9,
1 986-Present
5/16/2009
3,7,9/10,63,7
1 993-Present
KAUR, KULVINDER
2/28/2012
9
7,63
1995-Present
LOBLEY, JOHN
3/2/2011
3,7,9/19,63
1988-Present
2/1/2008
7,63,82,79
2000-Present
6/8/2009
7,24,63,79
1 990-Present
4/20/2009
7,24,63,79,99
1992- Present
7/17/2007
24,27,82,99
1 985-Present
2/21/2011
2/21/2011
1987-Present
4/1/2004
7,63
3,7,24,53,55,
63
7,24,63,79
8/1/2011
3,7,63
2008-Present
3/6/2006 to 3/1/2011,
10/1/2012
12/1/2010
7,63,79
2004-Present
3,7,63
2005-Present
08/17/2005 to 3/1/2011,
10/1/2012
7,63,79
1995-Present
2/21/2011
2/8/2010
7,24,63,79
3,7,63,79
1982-Present
1992-Present
Employee Name
BABIJ, PAUL
GREGORY
BAKALAR, SOPHIE
ISABELLE
HELLERMAN, BRETT
DAVID
JUTERBOCK, THOMAS
MICHAEL
KAUFMAN, GARY
NORMAN
MARTIN, GEORGE
ANDREW
MASTROPASQUA,
BRUNO
MCGRAW, DANIELLE
MARA
PEASE, GLENN
HARVEY
RIZK, FADY A
ROSENBERG, RONALD
SCOTT
ROTOLO, JONATHAN
PETER
SAMUEL, PAUL
CHRISTOPHER
SCHUPBACH,
NICHOLAS WILLIAM
THILMONT, MICHAEL
ALLEN
THOMSON,
ALEXANDER
THURLOW
WEIN, EVAN HOWARD
WEIS, BERNARD J
Norfolk
4/21/2009
1987-Present
1 990-Present
1998-Present
North Carolina Department of State Treasurer Placement Agent,
Political Contribution, and Connection Disclosure Policy
Form Disclosure Letter for Investment Managers
From: The Investment Manager listed below
To:
The Treasurer of the State of North Carolina
Raleigh, North Carolina 27603-1385
Re:
Disclosure Letter pursuant to Placement Agent and Political Contribution Policy
Under the Placement Agent, Political Contribution, and Connection Disclosure Policy
(the “Policy”) adopted by the Treasurer of the State of North Carolina (the “Treasurer”), the
Treasurer requires Investment Managers and Placement Agents to make disclosures at certain
times specified by the Policy. Pursuant to and in accordance with the Policy, the undersigned
Investment Manager hereby makes the following disclosures. Capitalized terms not otherwise
defined in this Disclosure Letter have the same meanings as specified in the Policy.
1.
Basic Information
Name of Investment
Manager:
Wood Creek Capital Management, LLC
This letter is submitted in connection with the below-listed Investment Transaction.
List below the name of the fund in which the Treasurer is investing. For investment management
agreements, list the name of the separate account or the name of the investment strategy.
North Star Investment Holdings LLC, Series I and Series II
This form is submitted in connection with an amendment to the Investment Agreement or
a proposed consent to amend the Investment Agreement. If this box is checkecá provide
responses on thisform based on the amendment, not based on the original contract.
j
D
This form is an update to a previously submitted disclosure letter.
Department of State Treasurer Policy # IMD-POL-1002-IMD, Version 2, Appendix 1.
Policy approved by State Treasurer Janet Cowell on November 19, 2013; effective December 1, 2013.
2.
Disclosures and Representations Concerning Placement Agent
2.1.
Use of Placement Agent
Check the appropriate box.
E1
The Investment Manager (or any officer, partner, principal, or affiliate thereof) has
elected to use or Compensate a Placement Agent to assist the Investment Manager in obtaining
investments from, or business with, any of the NC Funds.
See the definition of “Placement Agent” in Section XI of the Policy. Please be aware that this
definition includes (without limitation) not only persons who hold themselves out as “placement
agents, but also lobbyists, solicitors, brokers, meeting arrangers, or any other entities or
persons engagedfor the purpose of obtaining investments from NC Funds.
“
fl
No Placement Agent has been, or will be, used or Compensated by the Investment
Manager (or any officer, partner, principal, or affiliate thereof) to assist in obtaining investments
from, or business with, any of the NC Funds. Ifthis box is checked, proceed to question 3.1.
2.2.
Representations
The Investment Manager hereby confirms and represents:
a.
b.
c.
d.
e.
f.
The Placement Agent is registered with the Securities and Exchange Commission or the
Financial Industry Regulatory Association;
The individual officers, partners, principals, employees, or other representatives of the
Placement Agent hold all required securities licenses;
No placement fee has been, or will be, shared with any person or entity not so registered;
The Placement Agent is in the habitual systematized business of acting as a Placement
Agent;
Other than as disclosed in this document, no Placement Agent is being, or will be,
Compensated, directly or indirectly, to assist the Investment Manager in obtaining
investments from, or business with, any of the NC Funds; and
The Investment Manager, not the Treasurer or the NC Funds, shall bear the entire cost of
all Placement Agent fees and expenses disclosed in this document.
2.3.
Placement Agent Information
a.
The name of the Placement Agent is:
For Investment Managers
2
b.
Is the Placement Agent an affiliate or employee of the Investment Manager?
Yes
DNo
Note that the definition of “Placement Agent” includes not only thirdparties, but also
employees or affiliates ofan Investment Manager who were used or Compensated to
assist in obtaining North Carolina business and who were subject to registration with the
Securities and Exchange Commission or the Financial Industry Regulatory Association.
c.
The names of the Placement Agent personnel who have played a role in marketing or
outreach for the Investment Transaction are:
Brett Hellerman, Jonathan Rotolo, Thomas Juterbock, Glenn Pease, Nicholas Schupbach, and Alex
Thomson are registered representatives of Norfolk Markets, LLC and employees of Wood Creek Capital
Management, LLC.
d.
The following Placement Agent personnel will receive Compensation, directly or
indirectly, as a result of the NC Funds’ investment in the Investment Transaction:
No fees will be paid to Norfolk Markets, LLC or its employees in connection with
doing business with the Treasurer.
Note that throughout this Disclosure Letter “Compensation” to a Placement Agent is
deemed to include aflatfee, contingentfee, or any otherform of tangible or intangible
compensation or benefit. See the Policy ‘s definitions forfurther details.
e.
To the Investment Manager’s knowledge, the officers, partners, or principals of the
Placement Agent, not listed above, are:
Bernard Weis and Greg Babij
are principals of
Norfolk Markets, LLC.
f.
Attached is a resume (or other summary) for each person listed above detailing the
person’s education, work experience and professional designations.
g.
Are any persons listed above, or any other Placement Agent officers, partners, and/or
principals, current or former (i) North Carolina State Treasurers; (ii) Investment Advisory
Committee members; (iii) North Carolina Department of State Treasurer employees,
contractors, or consultants; or (iv) members of the Immediate Family of persons listed in
(i) to (iii) above?
DYes
•No
Ifyour answer is “Yes, list the persons and identfy whether those persons would
receive afinancial benefitfrom the Investment Transaction.
“
3
2.4.
Recent Management of North Carolina Investments by Investment Manager
J The Investment Manager (or its affiliate) currently manages an NC Funds investment or
has managed an NC Funds investment within the last two years. If this box is checked
Department policy bars the Compensation ofany third-party Placement Agent (in other words, a
Placement Agent who is not an employee or affiliate ofthe Investment Manager) in connection
with the Treasurer’s investment in the Investment Transaction.
D
The Investment Manager (or its affiliate) has
within the last two years.
2.5.
managed an NC Funds investment
Whether Placement Agent is Being Compensated
being Compensated, directly or indirectly, as a result of the
EJ The Placement Agent is
Treasurer’s investment in the Investment Transaction. If this box is checked skip question 2.6.
D
The Placement Agent is being Compensated, directly or indirectly, as a result of the
Treasurer’s investment in the Investment Transaction.
2.6.
Terms of Placement Agent Compensation and Placement Agent Agreement
Check one of the three boxes below. You may attach additional pages.
El
Attached are the provisions of the Investment Manager’s contract with the Placement
Agent that describe the Placement Agent’s Compensation and services. These provisions
describe any and all Compensation of any kind provided or agreed to be provided to the
Placement Agent.
El
The contract or arrangement between the Investment Manager and the Placement Agent
is oral, not written. Below is a description of the terms of that oral contract that create an
obligation to pay a fee to or for the benefit of any Placement Agent, including but not limited to a
description of all terms concerning Compensation of any kind provided or agreed to be provided
to any Placement Agent. This description includes the nature, timing and value of such
Compensation.
El
The Placement Agent is an employee of the Investment Manager. Below is a general
disclosure providing the employee’s role and responsibilities and stating any known effect on the
employee’s Compensation that is directly attributable to the NC Funds’ proposed investment.
4
2.7.
Actions and Investigations Involving Placement Agent
Check one of the Iwo boxes below.
a.
Has the Placement Agent (or any officer, partner, principal or affiliate thereof) been the
subject of a non-routine inquiry, action, or investigation by a federal, state, or local
government agency or regulatory body in the last ten (10) years?
EYes
•No
Ifyour answer is “Yes describe any such actions or investigations. Attach additional
pages as necessary.
“
b.
To the Investment Manager’s knowledge, does the Placement Agent (or any officer,
partner, principal or affiliate thereof) anticipate being the subject of such inquiries,
actions or investigations in the future?
EYes
•No
Ifyour answer is “Yes, describe any such actions or investigations. Attach additional
pages as necessary.
“
3.
Connections or Relationships
3.1.
Conflicts
a.
Are any personnel, officers, directors, partners and/or principals of the Investment
Manager current North Carolina Department of State Treasurer employees, persons who
serve as consultants or contractors for the Department’s Investment Management
Division, or Investment Advisory Committee members?
EYes
•No
If the answer is “Yes, “enclose a statement providingfurther information.
b.
Will any current North Carolina Department of State Treasurer employees, persons who
Division, or Investment Advisory Committee members receive a financial benefit to
themselves or to a member of their Immediate Family derived from the Compensation
provided to the Investment Manager or Placement Agent for the Investment Transaction?
EYes
•No
5
3.2.
Recommendations of Placement Agent
a.
Did a current or former Treasurer, Department of State Treasurer employee, Investment
Management Division contractor or consultant, or member of the Investment Advisory
Committee suggest to the Investment Manager that it retain the Placement Agent?
DYes
No
Ifyour answer is “Yes, “list the person who suggested retention of the Placement Agent.
b.
To the Investment Manager’s knowledge, did a current or former Treasurer, Department
of State Treasurer employee, Investment Management Division contractor or consultant,
or member of the Investment Advisory Committee suggest to the Department’s
investment staff that the Placement Agent be retained for the Investment Transaction?
DYes
•No
Ifyour answer is “Yes, “list the person who suggested retention ofthe Placement Agent.
3.3.
Family Relationships
Are any of the persons listed in box (1) a member of the Immediate Family of a person listed in
box (2)?
Box (1)
Box (2)
•
•
•
•
•
•
The State Treasurer
Department of State Treasurer Senior Staff
Members of the Investment Advisory
Committee
Investment Management Division Senior
Staff
Investment Management Division staff
who played a role in due diligence for the
Investment Transaction
DYes
•
A principal member of the project team
for the Treasurer’s account at the
Investment Manager
Any person associated with the
Placement Agent listed in the responses
to Question 2.3
•No
Ifyour answer is “Yes, list the persons and describe the relationship.
“
6
Thefollowing questions ask about past or present connections, friendships, or relationships that
may exist between the Treasurer ‘s staffand the Investment Manager ‘s staff Some types of
connections or relationships are the ordinary result of doing business. The Treasurer ‘s
Compliance Counsel will evaluate this form to determine whether recusal additional due
diligence, or other actions are required.
3.4.
Former Department Personnel or Officials
Are any Investment Manager personnel fomier North Carolina Department of State Treasurer
employees or contractors, North Carolina State Treasurers, or Investment Advisory Committee
members?
DYes
•No
Ifyour answer is “Yes, “list the persons and ident whether those persons would receive a
financial benefitfrom the Investment Transaction.
3.5.
Prior Working Relationships
List below any professional or working relationships that the Investment Manager’s project team
for the Treasurer’s account have had in the past with persons who are now Investment
Management Division personnel, Investment Management Division consultants or contractors,
the State Treasurer, or Department of State Treasurer Senior Staff.
Please list in this section any occasions where persons worked together on the same projects at
the same company, at the same fund or as part of a client-consultant relationship. You need not
list prior occasions in which the Investment Manager did business for the Department of State
Treasurer.
None.
7
3.6.
Social Connections
List below any social connections or relationships between the Investment Manager’s project
team for the Treasurer’s account and Investment Management Division personnel, Investment
Management Division consultants or contractors, the State Treasurer, or Department of State
Treasurer Senior Staff.
Please list in this section any pre-existing relationships involving social contacts outside of
business.
None.
4.
Lobbyina Information
Check one of the two boxes below.
E
The Investment Manager (and/or any officer, employee, partner, principal or affiliate
thereof) is registered as a lobbyist with a state government. If this box is checked, the following
are the names and positions of such persons and the registrations held (attach additional pages as
necessary):
Neither the Investment Manager nor any officer, employee, partner, principal or affiliate
5.
Political Contributions
5.1.
Representation
The Investment Manager hereby confinns and represents that none of the Investment Manager
and its respective officers, partners, principals or affiliates has made, coordinated or solicited any
Political Contribution to the Treasurer or any incumbent, nominee, candidate or successful
candidate for such elective office (i) in violation of applicable state or federal law or (ii) in a
8
manner that would make it unlawful, under the SEC Rule, for the Investment Manager (or its
affiliate) to seek compensation for services to the Treasurer and/or the NC Funds.
5.2.
Disclosure
During the last five years from the date of this letter, have the Investment Manager or its
respective officers, partners, principals or affiliates made, coordinated, or solicited any Political
Contributions for the campaign of (a) any incumbent, nominee, or candidate for North Carolina
State Treasurer or (b) for the campaign of the current State Treasurer running for a different
office?
DYes
•No
If your answer is “Yes, “list applicable Political Contributions below.
Date
Person or company making,
Person or entity receiving
coordinating, or soliciting
Amount
6.
Signature
By signing below, the Investment Manager hereby (1) represents and warrants that the
information found in this Disclosure Letter is true, correct, and complete in all material respects,
and (ii) agrees that it shall provide the Treasurer with a written update of any material changes to
any of the information in this Disclosure Letter within fourteen (14) days from the date the
Investment Manager knew or should have known of the change of information.
Sincerely,
on behalf of the Investment Manager listed above
/-I.
By:
(print name)
Title:
(oo /cco
Date:
9
Item 2.3.f. Resumes
-
Attached is a resume for each officer, partner, and/or principal of the Placement Agent,
detailing the person’s education, work experience and professional designations.
Bernard Weis, Principal, Norfolk Markets
Oversight Committee as well as the Business Management and Supervisory Committee. Mr.
Weis works with sophisticated institutional clients to provide a full range of fixed income and
alternative asset investment solutions to meet their specific needs. Mr. Weis possesses almost
20 years of fixed income, currency and commodity market experience. Prior to working at
Norfolk, Mr. Weis served as a senior Portfolio Manager specializing in G-10 fixed income at
premiere investment banks as well as Field Street Capital Management LLC, Element Capital
Management LLC and Archeus Capital Management LLC. Prior to embarking on his career
portfolio management, Mr. Weis worked at Catequil Asset Management, L.P (CAM) as a
founding Limited Partner. Mr. Weis worked as Head Trader and Risk Manager of the funds’
commodity, equity, fixed income and currency portfolios. Prior to working at CAM, Mr.
Weis was a Director in Institutional Fixed Income Sales in both London and New York at
Merrill Lynch and at J.P. Morgan. Mr. Weis graduated from the University of Notre Dame
with a Bachelor of Arts Degree in Economics with a concentration in Finance.
Greg Babij, Principal, Norfolk Markets
Managing Principal joined the company in December 2011. For the past 15 years Mr. Babij
has worked on providing institutional investors with sophisticated portfolio solutions in the
interest rate, credit, currency and mortgage markets. Mr. Babij previously worked at AVM
LP, which has a strategic relationship with Norfolk Markets, in a sales and marketing
capacity for that firm from 2003 until January 2014. Before joining AVM LP, Mr. Babij was
a Vice President at Deutsche Bank from 2000 to 2003, where he structured and marketed
fixed income derivatives to institutional investors. From 1997 to 2000, Greg was a portfolio
manager & trader for a global macro hedge fund within Deutsche Bank Asset Management
that focused on cash and derivative investments in the fixed income and currency markets.
Mr. Babij began his career in 1995 in the High Yield Corporate Finance division of Bankers
Trust Company, which was acquired by Deutsche Bank in 1998. Mr. Babij graduated from
Bucknell University with a Bachelor’s of Science in Civil Engineering in 1995, and received
the Chartered Financial Analyst (CFA) designation in 2001.
Tom Juterbock, Managing Principal and Chief Compliance Officer, Norfolk Markets
Thomas Juterbock serves as the Chief Compliance Officer and as a Managing Principal of
Norfolk Markets, LLC. Mr. Juterbock is a member of Norfolk’s Business Oversight
Committee as well as the Business Management and Supervisory Committee. Mr.
Juterbock’ s primary responsibilities are to assist in the management of the company and to
supervise all of Norfolk Markets’ activities in addition to ensuring firm compliance with
relevant regulations. Mr. Juterbock joined Norfolk from Nikko Asset Management Americas,
Inc. where he served as the firm’s Chief Investment Officer responsible for the firm’s
investment procedures and risk management. Mr. Juterbock has over 28 years of investment
experience including 15 years as a capital committer and 12 years as a risk manager. Prior to
joining Nikko, Mr. Juterbock was Head of Global Relative Value Trading at Ritchie Capital
Management. Before joining Ritchie Mr. Juterbock spent 19 years working at Morgan
Stanley where he rose to the position of Head of Global Macro Proprietary Trading. Mr.
Juterbock was also Head of US Government Bond Trading, Head of Global Government
Bonds and Head of Global Government Bonds and US Interest Rates. Mr. Juterbock served
as a member of the Federal Reserve Bank Borrowing Committee. He graduated from the
University of California at Berkley with a Bachelors of Arts in Economics.
Brett D. Hellerman, Chief Executive Officer, Norfolk Markets
Mr. Hellerman is the Founder and Chief Executive Officer of Norfolk Markets, LLC. Prior to
founding Norfolk Markets Mr. Hellerman co-founded Clinton Group, Inc. which grew into
one of the most successful hedge fund management firms with over $9 billion under
management at its peak. Mr. Hellerman served as chief operating officer and partner. Mr.
Hellerman worked at Greenwich Capital Markets (now RBS) where he was instrumental in
building Greenwich’s successful effort in mortgage securitization. He was also a fixed
income professional at CSFB and Morgan Stanley. Before coming to Wall Street, Mr.
Hellerman was a legislative assistant in the United States Senate where he had responsibility
for economic and infrastructure issues for Senator Charles H. Percy of Illinois. He has a B.A.
with honors in diplomatic history from the University of Pennsylvania.
Mr. Rotolo is a Senior Vice President of Norfolk Markets. Previously, Mr. Rotolo worked at
State Street Corporation in State Street’s Strategic Alliances business. In this role he worked
with State Street’s largest corporate pension fund and investment manager clients. Mr. Rotolo
graduated from Hamilton College with a B.A. in neuroscience. He also holds a Master of
Science in Investment Management from the Boston University School of Management and
has an MBA from the Tuck School of Business at Dartmouth. At Tuck, Mr. Rotolo was an
Edward Tuck Scholar and a Research Fellow at the school’s Private Equity Research Center.
Mr. Rotolo is a CFA charter holder and a member of the Boston Securities Analyst Society.
Mr. Pease is the CFO of Norfolk Markets. Mr. Pease previously worked for The Phoenix
Companies, Inc., where he held a series of senior financial management positions, including
most recently Vice President of Finance at the asset management division and Vice President
of Strategic Development. In these roles he managed groups of financial and accounting
professionals and was involved in a variety of activities including accounting, strategic and
financial planning, taxes, investments, mergers, acquisitions and divestitures. Prior to
Phoenix, he worked as an auditor at Ernst & Young, LLP. Mr. Pease has a B.S. in Applied
Economics and Management from Cornell University, an M.S. in Taxation from the
University of Hartford and an MBA from the Johnson Graduate School of Management at
Cornell University. He is a Certified Public Accountant (CPA) and a Chartered Life
Underwriter (CLU).
North Carolina Department of State Treasurer Placement Agent,
Political Contribution, and Connection Disclosure Policy
Form Disclosure Letter for Placement Agents
From: The Placement Agent listed below
To:
The Treasurer of the State of North Carolina
Raleigh, North Carolina 27603-1385
Re:
Disclosure Letter pursuant to Placement Agent and Political Contribution Policy
Under the Placement Agent, Political Contribution, and Connection Disclosure Policy
(the “Policy”) adopted by the Treasurer of the State of North Carolina (the “Treasurer”), the
Treasurer requires Investment Managers and Placement Agents to make disclosures at certain
times specified by the Policy. Pursuant to and in accordance with the Policy, the undersigned
Placement Agent hereby makes the following disclosures. Capitalized terms not otherwise
defined in this Disclosure Letter have the same meanings as specified in the Policy.
1.
Basic Information
Name of Investment
Manager:
Wood Creek Capital Management, LLC
This letter is submitted in connection with the below-listed Investment Transaction.
List below the name ofthe fund in which the Treasurer is investing. For investment management
agreements, list the name of the separate account or the name of the investment strategy.
North Star Investment Holdings LLC, Series I and Series II
This form is submitted in connection with an amendment to the Investment Agreement or
a proposed consent to amend the Investment Agreement. If this box is checked provide
responses on thisform based on the amendment, not based on the original contract.
LI
This form is an update to a previously submitted disclosure letter.
Department of State Treasurer Policy # IMD-POL-1002-IMD, Version 2, Appendix 2.
Policy approved by State Treasurer Janet Cowell on November 19, 2013; effective December 1, 2013.
2.
Disclosures and Representations Concerning Placement Agent
2.1.
Use of Placement Agent
The below-signed person or entity confirms that it is serving as a Placement Agent for the
Investment Transaction listed above.
2.2.
Representations
The Placement Agent hereby confirms and represents:
a.
b.
c.
The Placement Agent is registered with the Securities and Exchange Commission or the
Financial Industry Regulatory Association;
The individual officers, partners, principals, employees, or other representatives of the
Placement Agent hold all required securities licenses; and
The Placement Agent is in the habitual systematized business of acting as a Placement
Agent.
The Placement Agent hereby confirms and represents, to the best of its knowledge:
d.
e.
f.
No placement fee has been, or will be, shared with any person or entity not so registered;
Other than as disclosed in this document, no Placement Agent is being, or will be,
Compensated, directly or indirectly, to assist the Investment Manager in obtaining
investments from, or business with, any of the NC Funds; and
The Investment Manager, not the Treasurer or the NC Funds, shall bear the entire cost of
all Placement Agent fees and expenses disclosed in this document.
2.3.
a.
The name of the Placement Agent is:
b.
Is the Placement Agent an affiliate or employee of the Investment Manager?
•Yes
flNo
Note that the definition of “Placement Agent” includes not only thirdparties, but also
employees or affiliates ofan Investment Manager who were used or Compensated to
assist in obtaining North Carolina business and who were subject to registration with the
Securities and Exchange Commission or the Financial Industry Regulatory Association.
For Placement Agents
2
c.
The names of the Placement Agent personnel who have played a role in marketing or
outreach for the Investment Transaction are:
Brett Hellerman, Jonathan Rotolo, Thomas Juterbock, Glenn Pease, Nicholas Schupbach, and Alex
Thomson are registered representatives of Norfolk Markets, LLC and employees of Wood Creek Capital
Management, LLC.
d.
The following Placement Agent personnel will receive Compensation, directly or
indirectly, as a result of the NC Funds’ investment in the Investment Transaction:
No fees will be paid to Norfolk Markets, LLC or its employees in connection with
doing business with the Treasurer.
Note that throughout this Disclosure Letter, “Compensation” to a Placement Agent is
deemed to include aflatfee, contingentfee, or any other form of tangible or intangible
compensation or benefit. See the Policy ‘s definitions forfurther details.
e.
The officers, partners, or principals of the Placement Agent, not listed above, are:
Bernard Weis and Greg Babij are principals of Norfolk Markets, LLC.
f.
Attached is a resume (or other summary) for each person listed above detailing the
person’s education, work experience and professional designations.
g.
Are any persons listed above, or any other Placement Agent officers, partners, and/or
principals, current or former (i) North Carolina State Treasurers; (ii) Investment Advisory
Committee members; (iii) North Carolina Department of State Treasurer employees,
contractors, or consultants; or (iv) members of the Immediate Family of persons listed in
(i) to (iii) above?
DYes
•No
Ifyour answer is “Yes, “list the persons and identfy whether those persons would
receive a financial benefitfrom the Investment Transaction.
3
2.4.
Recent Management of North Carolina Investments by Investment Manager
To the Placement Agent’s knowledge, the Investment Manager (or its affiliate) currently
manages an NC Funds investment or has managed an NC Funds investment within the last two
years. If this box is checked Department policy bars the Compensation ofany third-party
Placement Agent (in other words, a Placement Agent who is not an employee or affiliate ofthe
Investment Manager) in connection with the Treasurer ‘s investment in the Investment
Transaction.
j
D
To the Placement Agent’s knowledge, the Investment Manager (or its affiliate) has not
managed an NC Funds investment within the last two years.
2.5.
Whether Placement Agent is Being Compensated
E1
The Placement Agent is not being Compensated, directly or indirectly, as a result of the
Treasurer’s investment in the Investment Transaction. If this box is checked skz question 2.6.
D
The Placement Agent is being Compensated, directly or indirectly, as a result of the
Treasurer’s investment in the Investment Transaction.
2.6.
Terms of Placement Agent Compensation and Placement Agent Agreement
Check one of the three boxes below. You may attach additional pages.
D
Attached are the provisions of the Investment Manager’s contract with the Placement
Agent that describe the Placement Agent’s Compensation and services. These provisions
describe any and all Compensation of any kind provided or agreed to be provided to the
Placement Agent.
D
The contract or arrangement between the Investment Manager and the Placement Agent
is oral, not written. Below is a description of the terms of that oral contract that create an
obligation to pay a fee to or for the benefit of any Placement Agent, including but not limited to a
description of all terms concerning Compensation of any kind provided or agreed to be provided
to any Placement Agent. This description includes the nature, timing and value of such
Compensation.
D
The Placement Agent is an employee of the Investment Manager. Below is a general
disclosure providing the employee’s role and responsibilities and stating any known effect on the
employee’s Compensation that is directly attributable to the NC Funds’ proposed investment.
4
2.7.
Actions and Investigations Involving Placement Agent
a.
Has the Placement Agent (or any officer, partner, principal or affiliate thereof) been the
subject of a non-routine inquiry, action, or investigation by a federal, state, or local
government agency or regulatory body in the last ten (10) years?
DYes
No
Ifyour answer is “Yes, “describe any such actions or investigations. Attach additional
pages as necessary.
b.
Does the Placement Agent (or any officer, partner, principal or affiliate thereof)
anticipate being the subject of such inquiries, actions or investigations in the future?
DYes
No
Ifyour answer is “Yes, “describe any such actions or investigations. Attach additional
pages as necessary.
2.8.
Registration of Placement Agent and Licensing of Placement Agent Representatives
a.
The Placement Agent’s registration details are as follows:
Norfolk Markets, LLC is registered as a broker-dealer with the Securities and Exchange
Commission and a member of the Financial Industry Regulatory Authority (“FINRA’). Additionally,
Norfolk Markets, LLC is an introducing broker registered with the Commodity Futures Trading
Commission and a member of the National Futures Association.
b.
For each individual officer, partner, principal, employee and other representative of the
Placement Agent, the registrations, number of years of employment by the Placement
Agent and the number of years of experience directly related to such business are as
follows (attach additional pages as necessary):
See attached Item 2.8.b.
-
5
3.
Connections or Relationships
3.1.
Conflicts
a.
Are any personnel, officers, directors, partners and/or principals of the Placement Agent
current North Carolina Department of State Treasurer employees, persons who serve as
consultants or contractors for the Department’s Investment Management Division, or
Investment Advisory Committee members?
DYes
•No
lithe answer is “Yes, “enclose a statement providingfurther information.
b.
Will any current North Carolina Department of State Treasurer employees, persons who
Division, or Investment Advisory Committee members receive a financial benefit to
themselves or to a member of their Immediate Family derived from the Compensation
provided to the Placement Agent for the Investment Transaction?
LlYes
No
3.2.
Recommendations of Placement Agent
a.
To the Placement Agent’s knowledge, did a current or former Treasurer, Department of
State Treasurer employee, Investment Management Division contractor or consultant, or
member of the Investment Advisory Committee suggest to the Investment Manager that it
retain the Placement Agent?
DYes
•No
b.
To the Placement Agent’s knowledge, did a current or former Treasurer, Department of
State Treasurer employee, Investment Management Division contractor or consultant, or
member of the Investment Advisory Committee suggest to the Department’s investment
staff that the Placement Agent be retained for the Investment Transaction?
DYes
aNo
6
3.3.
Family Relationships
Are any of the persons listed in box (1) a member of the Immediate Family of a person listed in
box (2)?
Box(1)
Box(2)
•
•
.
•
.
•
The State Treasurer
Department of State Treasurer Senior Staff
Members of the Investment Advisory
Committee
Investment Management Division Senior
Staff
Investment Management Division staff
who played a role in due diligence for the
Investment Transaction
DYes
Any person associated with the
Placement Agent listed in the responses
to Question 2.3
•No
Ifyour answer is “Yes, list the persons and describe the relationship.
“
The following questions ask about past or present connections, friendships, or relationships that
may exist between the Treasurer ‘s staffand the staffofany Placement Agent. Some types of
connections or relationships are the ordinary result of doing business. The Treasurer ‘s
Compliance Counsel will evaluate thisform to determine whether recusal additional due
diligence, or other actions are required.
3.4.
Former Department Personnel or Officials
Are any Placement Agent personnel former North Carolina Department of State Treasurer
employees or contractors, North Carolina State Treasurers, or Investment Advisory Committee
members?
DYes
•No
Ifyour answer is “Yes, “list the persons and iden4i5 whether those persons would receive a
financial benefitfrom the Investment Transaction.
7
3.5.
Prior Working Relationships
List below any professional or working relationships that Placement Agent personnel listed in
the responses to Questions 2.3(c) or (d) have had in the past with persons who are now
Investment Management Division personnel, Investment Management Division consultants or
contractors, the State Treasurer, or Department of State Treasurer Senior Staff.
Please list in this section any occasions where persons worked together on the same projects at
the same company, at the same fund or as part of a client-consultant relationship. You need not
list prior occasions in which an Investment Manager utilized the Placement Agent to market a
potential investment to the Department ofState Treasurer.
None.
3.6.
Social Connections
List below any social connections or relationships between Placement Agent personnel listed in
the responses to Questions 2.3(c)-(d) and Investment Management Division personnel,
Investment Management Division consultants or contractors, the State Treasurer, or Department
of State Treasurer Senior Staff.
Please list in this section any pre-existing relationships involving social contacts outside of
business.
None.
8
4.
Lobbying Information
LI
The Placement Agent (and/or any officer, employee, partner, principal or affiliate
thereof) is registered as a lobbyist with a state government. If this box is checked, the following
are the names and positions of such persons and the registrations held (attach additional pages as
necessary):
J
Neither the Placement Agent nor any officer, employee, partner, principal or affiliate
5.
Political Contributions
5.1.
Representation
The Placement Agent hereby confirms and represents that none of the Placement Agent and its
respective officers, partners, principals or affiliates has made, coordinated or solicited any
Political Contribution to the Treasurer or any incumbent, nominee, candidate or successful
candidate for such elective office (i) in violation of applicable state or federal law or (ii) in a
manner that would make it unlawful, under the SEC Rule, for the Investment Manager (or its
affiliate) to seek compensation for services to the Treasurer and/or the NC Funds.
5.2.
Disclosure
During the last five years from the date of this letter, have the Placement Agent or its respective
officers, partners, principals or affiliates made, coordinated, or solicited any Political
Contributions for the campaign of (a) any incumbent, nominee, or candidate for North Carolina
State Treasurer or (b) for the campaign of the current State Treasurer running for a different
office?
EYes
•No
If your answer is “Yes, “list applicable Political Contributions below
Date
Person or company making,
Person or entity receiving
coordinating, or soliciting
Amount
9
6.
Signature
I declare under penalty of perjury that the foregoing is true and correct.
I shall provide the
Treasurer with a written update of any material changes to any of the information in this
Disclosure Letter within fourteen (14) days from the date I knew or should have known of the
change of information.
Sincerely,
LJ
on behalf of the Placement Agent listed above
By:
NIJ
/-j
(print name)
Title:
(f0
Date:
10
Item 2.3.f. Resumes
-
Attached is a resume for each officer, partner, and/or principal of the Placement Agent,
detailing the person’s education, work experience and professional designations.
Bernard Weis, Principal, Norfolk Markets
Oversight Committee as well as the Business Management and Supervisory Committee. Mr.
Weis works with sophisticated institutional clients to provide a full range of fixed income and
alternative asset investment solutions to meet their specific needs. Mr. Weis possesses almost
20 years of fixed income, currency and commodity market experience. Prior to working at
Norfolk, Mr. Weis served as a senior Portfolio Manager specializing in G- 10 fixed income at
premiere investment banks as well as Field Street Capital Management LLC, Element Capital
Management LLC and Archeus Capital Management LLC. Prior to embarking on his career
portfolio management, Mr. Weis worked at Catequil Asset Management, L.P (CAM) as a
founding Limited Partner. Mr. Weis worked as Head Trader and Risk Manager of the funds’
commodity, equity, fixed income and currency portfolios. Prior to working at CAM, Mr.
Weis was a Director in Institutional Fixed Income Sales in both London and New York at
Merrill Lynch and at J.P. Morgan. Mr. Weis graduated from the University of Notre Dame
with a Bachelor of Arts Degree in Economics with a concentration in Finance.
Greg Babij, Principal, Norfolk Markets
Managing Principal joined the company in December 2011. For the past 15 years Mr. Babij
has worked on providing institutional investors with sophisticated portfolio solutions in the
interest rate, credit, currency and mortgage markets. Mr. Babij previously worked at AVM
LP, which has a strategic relationship with Norfolk Markets, in a sales and marketing
capacity for that firm from 2003 until January 2014. Before joining AVM LP, Mr. Babij was
a Vice President at Deutsche Bank from 2000 to 2003, where he structured and marketed
fixed income derivatives to institutional investors. From 1997 to 2000, Greg was a portfolio
manager & trader for a global macro hedge fund within Deutsche Bank Asset Management
that focused on cash and derivative investments in the fixed income and currency markets.
Mr. Babij began his career in 1995 in the High Yield Corporate Finance division of Bankers
Trust Company, which was acquired by Deutsche Bank in 1998. Mr. Babij graduated from
Bucknell University with a Bachelor’s of Science in Civil Engineering in 1995, and received
the Chartered Financial Analyst (CFA) designation in 2001.
Tom Juterbock, Managing Principal and Chief Compliance Officer, Norfolk Markets
Thomas Juterbock serves as the Chief Compliance Officer and as a Managing Principal of
Norfolk Markets, LLC. Mr. Juterbock is a member of Norfolk’s Business Oversight
Committee as well as the Business Management and Supervisory Committee. Mr.
Juterbock’s primary responsibilities are to assist in the management of the company and to
supervise all of Norfolk Markets’ activities in addition to ensuring firm compliance with
relevant regulations. Mr. Juterbock joined Norfolk from Nikko Asset Management Americas,
Inc. where he served as the firm’s Chief Investment Officer responsible for the firm’s
investment procedures and risk management. Mr. Juterbock has over 28 years of investment
experience including 15 years as a capital committer and 12 years as a risk manager. Prior to
joining Nikko, Mr. Juterbock was Head of Global Relative Value Trading at Ritchie Capital
Management. Before joining Ritchie Mr. Juterbock spent 19 years working at Morgan
Stanley where he rose to the position of Head of Global Macro Proprietary Trading. Mr.
Juterbock was also Head of US Government Bond Trading, Head of Global Government
Bonds and Head of Global Government Bonds and US Interest Rates. Mr. Juterbock served
as a member of the Federal Reserve Bank Borrowing Committee. He graduated from the
University of California atBerkley with a Bachelors of Arts in Economics.
Brett D. Hellerman, Chief Executive Officer, Norfolk Markets
Mr. Hellerman is the Founder and Chief Executive Officer of Norfolk Markets, LLC. Prior to
founding Norfolk Markets Mr. Hellerman co-founded Clinton Group, Inc. which grew into
one of the most successful hedge fund management firms with over $9 billion under
management at its peak. Mr. Hellerman served as chief operating officer and partner. Mr.
Hellerman worked at Greenwich Capital Markets (now RBS) where he was instrumental in
building Greenwich’s successful effort in mortgage securitization. He was also a fixed
income professional at CSFB and Morgan Stanley. Before coming to Wall Street, Mr.
Hellerman was a legislative assistant in the United States Senate where he had responsibility
for economic and infrastructure issues for Senator Charles H. Percy of Illinois. He has a B.A.
with honors in diplomatic history from the University of Pennsylvania.
Mr. Rotolo is a Senior Vice President of Norfolk Markets. Previously, Mr. Rotolo worked at
State Street Corporation in State Street’s Strategic Alliances business. In this role he worked
with State Street’s largest corporate pension fund and investment manager clients. Mr. Rotolo
graduated from Hamilton College with a B.A. in neuroscience. He also holds a Master of
Science in Investment Management from the Boston University School of Management and
has an MBA from the Tuck School of Business at Dartmouth. At Tuck, Mr. Rotolo was an
Edward Tuck Scholar and a Research Fellow at the school’s Private Equity Research Center.
Mr. Rotolo is a CFA charter holder and a member of the Boston Securities Analyst Society.
Mr. Pease is the CFO of Norfolk Markets. Mr. Pease previously worked for The Phoenix
Companies, Inc., where he held a series of senior financial management positions, including
most recently Vice President of Finance at the asset management division and Vice President
of Strategic Development. In these roles he managed groups of financial and accounting
professionals and was involved in a variety of activities including accounting, strategic and
financial planning, taxes, investments, mergers, acquisitions and divestitures. Prior to
Phoenix, he worked as an auditor at Ernst & Young, LLP. Mr. Pease has a B.S. in Applied
Economics and Management from Cornell University, an M.S. in Taxation from the
University of Hartford and an MBA from the Johnson Graduate School of Management at
Cornell University. He is a Certified Public Accountant (CPA) and a Chartered Life
Underwriter (CLU).
Item 2.8.b.
—
For each individual officer, partner, principal, employee and other representative of the
Placement Agent, the registrations, number of years of employment by the Placement
Agent and the number of years of experience directly related to such business are as
follows (attach additional pages as necessary):
Employee Name
BABIJ, PAUL
GREGORY
BAKALAR, SOPHIE
ISABELLE
CASSIDY, TIMOTHY
SEAN
HELLERMAN, BRETT
DAVID
JUTERBOCK,
THOMAS MICHAEL
KAUFMAN, GARY
KAUR, KULVINDER
MARTIN, GEORGE
ANDREW
MASTROPASQUA,
BRUNO
PEASE, GLENN
HARVEY
ROSENBERG,
RONALD SCOTT
ROTOLO, JONATHAN
PETER
SAMUEL, PAUL
CHRISTOPHER
SCHUPBACH,
NICHOLAS WILLIAM
SMITH, CAITLIN
MARIE
THILMONT,
MICHAEL ALLEN
THOMSON,
ALEXANDER
THURLOW
WEIS, BERNARD J
Norfolk Employment
Date
1/3/20 1 1
Registrations
3, 7,24,63,79
Industry
Experience
1995- Present
3/1/2012
7,63
2009- Present
5/1/2013
3,7,15,24,63
1 985-Present
5/4/1999
7,22,24,39,63,79
1986-Present
4/21/2009
3,4,7,24,63,79,
1987-Present
5/16/2009
2/28/2012
2/1/2008
3,7,9/10,63,79
7,63
7,63,82,79
1993-Present
1995-Present
2000-Present
6/8/2009
7,24,63,79
1 990-Present
7/17/2007
24,27,82,99
1985-Present
2/21/2011
3,7,24,53,55,63
1 990-Present
4/1/2004
7,24,63,79
1 998-Present
8/1/2011
3,7,63
2008-Present
3/6/2006 to 3/1/2011,
10/1/2012
10/7/2013
7,63,79
2004-Present
7
2009-Present
12/1/2010
3,7,63
2005-Present
08/17/2005 to 3/1/2011,
10/1/2012
7,63,79
1995-Present
2/8/2010
3,7,63,79
1992-Present

ATTACHMENT A Form of Placement Agent and Political

Transcription

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