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5:01

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 * Business
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‘CLASSIC PONZI SCHEME’: ANGRY CREDITORS LAMBAST CEO OF KANSAS ASSET-SWAP
BUSINESS IN COURT RECORDS


BENEFICIENT CALLS COMPLAINT ‘RIFE WITH FALSEHOODS’ TO PERPETUATE ‘FALSE
NARRATIVE’

BY: TIM CARPENTER - MARCH 1, 2023 5:01 AM



Brad Heppner, left, the founder and chief executive officer of Beneficient
Company Group, was accused in a federal bankruptcy court motion of engaging in
financial misconduct leading to the Chapter 11 filing by GWG Holdings in 2022.
(Tim Carpenter/Kansas Reflector)

TOPEKA — Creditors in a bankruptcy case packed a court document with allegations
that the top executive of a Kansas business orchestrated a multiyear fraud to
enrich himself and his corporate entities — leaving another business insolvent
to the detriment of 27,000 investors who were owed more than $1 billion.

The president of Beneficient Company Group, which is delivering financial
services under a unique Kansas charter issued last year, was dismissive of
creditors’ assertions about the downfall of GWG Holdings. He said the best
course of action would be for creditors to support Beneficient’s transition to
Nasdaq and avoid litigation that could undermine investor confidence in a
publicly traded version of the company. He said GWG still held perhaps $1.4
billion in Beneficient stock, and a rise in Beneficient’s value would directly
benefit creditors.

Lawyers representing these creditors before the U.S. Bankruptcy Court in Houston
said analysis of business records, interviews and depositions revealed Brad
Heppner, founder and chief executive officer of Beneficient, was at the center
of a scheme to plunder GWG by misleading investors, marketing now-worthless
bonds, engaging in fraudulent insider deals and siphoning cash.

“Put simply, GWG was a classic Ponzi scheme,” the recently unsealed court filing
said. “At the heart of this Ponzi scheme was Heppner. He was the chairman of
both the Beneficient and GWG boards, appointed many of their members, hand
selected high-level employees and took pains to resist or circumvent any
guardrails that should have existed to protect GWG and its creditors from
manifestly unjust insider dealings.”

Derek Fletcher, president and chief fiduciary officer at Dallas-based
Beneficient, said two other GWG creditor groups filed objections to the motion
outlining the supposed Ponzi scheme and disparaging Heppner. The chief
restructuring officer at GWG also objected to the same motion, Fletcher said.
Attorneys with Beneficient submitted to the bankruptcy court a point-by-point
rebuttal to the Ponzi brief.

“What I will tell you is it is a small group that is seeking a litigation
strategy,” Fletcher said. “My skeptical view of it is, in many cases, you’re
pursuing a litigation strategy because the parties that often benefit from that
strategy are the lawyers.”

Fletcher said the best option for GWG creditors would be to support the Nasdaq
listing of Beneficient, help create a positive market for Beneficient stock and
seek to recover from the bankruptcy by virtue of Beneficient’s financial growth.

“We expect the process to be completed,” said Fletcher, who offered no timeline.
“We don’t want there to be any economic, perceived or otherwise, risk to the
state of Kansas.”

Attorneys for creditors seeking to litigate the GWG bankruptcy accused Heppner
of bankrolling Beneficient by sweeping $350 million from sale of bonds secured
by GWG before the disclosure of a U.S. Securities and Exchange Commission
investigation and issuance of a stack of subpoenas to GWG.

The Kansas charter granted to Beneficient a year ago by the Legislature enabled
the company to begin work with wealthy individuals, small business owners or
modest institutional investors — nearly all from out-of-state — by swapping cash
or stock for customers’ assets locked in professionally managed investment
funds, including venture capital, private equity, structured credit or real
estate.

Beneficient’s goal has been to mimic financial services typically reserved for
massive institutional investors — such as a state pension systems — for benefit
of smaller players in the market who wanted to offload illiquid assets.

 

Ray Katzer, of Luminous Neon, paints the Beneficient name onto the company’s
office building in April 2022 in downtown Hesston. (Sherman Smith/Kansas
Reflector)



‘EXTREMELY DANGEROUS’

In a 2021 interim legislative committee meeting, Senate President Ty Masterson,
R-Andover, made the motion to put a Kansas stamp of approval on Beneficient. His
motion, passed on a near-unanimous vote, led to issuance of a state charter held
by Beneficient for a business with offices in Hesston.

Heppner and his allies have directed campaign contributions of at least $150,000
at Kansan politicians viewed as loyal to Beneficient or important to securing
the state charter. Cash from Beneficient-linked donors went to Kansas House and
Senate political action groups, Kansas GOP gubernatorial candidate Derek Schmidt
and Democratic Gov. Laura Kelly.

On Dec. 28, 2021, Beneficient executives and associates gave $30,000 to Kelly’s
reelection campaign in increments of $2,000. The same day, a group of
Beneficient people donated $24,000 to Schmidt’s campaign for governor.

Before the November election, Beneficient donated $15,000 to the Kansas
Republican Party and the Kansas Democratic Party. Beneficient interests also
gave the Kansas House GOP campaign committee $55,000 in increments of $5,000
each.

Under legislation approved by wide margins in the full House and Senate, with
backing from Republicans and Democrats and embraced by the governor, Heppner was
awarded the state charter for Beneficient. It was referred to as a
technology-enabled fiduciary financial institution, or TEFFI, rather than a bank
or trust.

David Herndon, the state banking commissioner, has consistently raised questions
about TEFFIs. He said the office was monitoring court filings in the GWG
bankruptcy just as it would transactions involving a bank, trust or mortgage
lender. He said the banking commission had no role in the federal bankruptcy
proceeding. The business relationship between GWG and Beneficient was severed in
2021, before GWG sought Chapter 11 protection in 2022.

“It raised my eyebrows because those are pretty serious allegations,” Herndon
said. “We are watching, but not taking any role in the bankruptcy matter at
all.”

A few state legislators, most prominently Democratic Sen. Tom Holland, have
sought to convince the banking commission to suspend operation of Beneficient.
The commission, however, doesn’t have authority under current Kansas statute to
take such action. Holland also has recommended the Kansas Securities Commission
and the Kansas Bureau of Investigation launch reviews.

Holland, of Baldwin City, said he recently introduced Senate Bill 199 to provide
the banking commission the authority to “deny, suspend, revoke or refuse to
approve” any TEFFI. It would authorize the commissioner, with approval of the
board, to assess a civil money penalty of not less than $5,000 per violation of
state law or regulation. His bill would require TEFFIs to purchase a surety bond
in an amount equal to 5% of the institution’s total assets.

“You don’t have any appropriate securities oversight of this operation and that
is extremely dangerous,” Holland said.

The state banking commissioner has “no way to regulate or throttle operation of
the TEFFI,” the senator said.

Holland also shared concern about vulnerability of the state treasury if people
or businesses conducting asset swaps with Beneficient incurred large financial
losses resulting in significant state income tax deductions. If Beneficient
flourished in the way executives forecast, Holland said, the tax bite in Kansas
would grow.

 

Baldwin City Democratic Sen. Tom Holland says the Legislature should strengthen
regulatory tools of the state banking commissioner to boost oversight of Kansas’
lone TEFFI, which engages in asset swaps among wealthy individuals and
businesses. Holland has attempted to track the company’s dealings on a grease
board in his office. (Sherman Smith/Kansas Reflector)



THE L BOND ISSUE

For most of its history, GWG purchased life insurance policies through the
secondary market in anticipation the policies would generate a profit for GWG
when an insured person passed away. To finance the business, GWG sold L bonds to
outside investors with a typical annual rate of return of 7%. The revenue
allowed GWG to buy insurance policies and to make premium payments on policies.

The creditors’ group said in the bankruptcy court motion GWG’s business model
was a failure because it couldn’t generate sufficient income. Had GWG accurately
accounted for business costs, the filing said, it would have “been readily
apparent that the company was under water even before it got off the ground.”
The creditors asserted GWG expanded bond sales from 2018 to 2021 while trying to
delay collapse.

“People were living longer than GWG had forecast, which resulted not only in
delayed payouts but also increased policy premium payments,” according to the
dissident creditors’ motion. “There is no indication that the GWG board ever
considered slowing L bond sales and broker-dealer registered investment adviser
activity, even when facing GWG’s obvious insolvency.”

The creditors blamed GWG and Heppner for “drastic and deceptive measures to
avoid defaulting on L bonds for as long as it could.” At one point, a portion of
Beneficient was auctioned to GWG, potentially the only bidder, for $600 million
in L bonds and shares of GWG.

Heppner allegedly relied on L bond sales to prop up Beneficient and GWG cash for
“business and personal uses,” leaving L bond holders to shoulder the majority of
GWG’s billion dollar debt, the creditors alleged. Seven weeks before GWG
announced in 2021 it wouldn’t pay L bond interest to investors, Beneficient spun
off GWG and the state prepared to issue Beneficient the charter.

The small creditors’ group claimed Beneficient’s management team concealed
problems by assembling “fanciful projections” the company was worth almost $2
billion. Investors seeking compensation by intervening in the bankruptcy case of
GWG claimed a prudent company officer or director would have “concluded that the
projections offered by Beneficient’s management were mere fantasy.”

From October 2020 to July 2022, the SEC served GWG no fewer than 13 subpoenas
covering dozens of topics, including changes in auditors, calculation of debt on
L bonds, marketing and sale of L bonds and financial projections of GWG and
Beneficient. The SEC served subpoenas on broker-dealers involved in marketing L
bonds through GWG.

 

Derek Fletcher, president and chief fiduciary officer at Beneficient Company
Group granted a Kansas charter in 2022, said creditors from a bankrupt business
that previously partnered with Beneficient would do better working with
Beneficient. (Tim Carpenter/Kansas Reflector)



TEFFI NUTS AND BOLTS

Fletcher, the president of Beneficient, said in an interview at the Statehouse
the company wouldn’t put Kansas at financial risk and would deliver on a promise
to direct resources from Beneficient to support rural economic development. The
centerpiece of development has been Hesston, but other communities also
benefitted.

Fletcher said the TEFFI law was a solid framework for businesses to “operate
soundly, safely and securely.”

“Beneficient continues to focus on delivering to our customers and rural Kansas
communities,” Fletcher said. “The TEFFI Act is an excellent example of how
government and the private sector can partner for the good of all Kansans.”

He said reasons an investor might work with Beneficient included an individual’s
desire to invest differently by unraveling trapped assets. Others might find
Beneficient useful when dealing with a death or divorce in the family.

“In order for this to really work — in order for you, an individual investor, to
have confidence — there needs to be a fiduciary duty wrapped around this,” he
said. “That means that we, a TEFFI, provide you with a quote for your asset, you
understand not only what is the value we’re offering, but how did we value your
asset, how did we get to that number.”

It’s likely Beneficient’s offer would be adjusted so a net asset value of 100
might be discounted to 75, he said. Beneficient could provide the customer cash,
stock in Beneficient or a combination of both.

Beneficient doesn’t accept every customer proposal and doesn’t work with clients
to finance art or wine collections, gold bullion or Kansas agriculture property,
he said.

“We’re not going to buy Kansas farmland,” he said. “All these fund managers have
to be registered with the SEC. We’re not buying anything that’s not registered.”


Republish

Our stories may be republished online or in print under Creative Commons license
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TIM CARPENTER

Tim Carpenter has reported on Kansas for 35 years. He covered the Capitol for 16
years at the Topeka Capital-Journal and previously worked for the Lawrence
Journal-World and United Press International.

MORE FROM AUTHOR

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January 24, 2023




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‘CLASSIC PONZI SCHEME’: ANGRY CREDITORS LAMBAST CEO OF KANSAS ASSET-SWAP
BUSINESS IN COURT RECORDS

by Tim Carpenter, Kansas Reflector
March 1, 2023

<h1>‘Classic Ponzi scheme’: Angry creditors lambast CEO of Kansas asset-swap
business in court records</h1> <p>by Tim Carpenter, <a
href="https://kansasreflector.com">Kansas Reflector</a> <br />March 1, 2023</p>
<p>TOPEKA — Creditors in a bankruptcy case packed a court document with
allegations that the top executive of a Kansas business orchestrated a multiyear
fraud to enrich himself and his corporate entities — leaving another business
insolvent to the detriment of 27,000 investors who were owed more than $1
billion.</p> <p>The president of Beneficient Company Group, which is delivering
financial services <a
href="https://kansasreflector.com/2022/04/24/kansas-welcomed-a-pawn-shop-for-the-rich-in-exchange-for-a-promise-of-rural-development/">under
a unique Kansas charter issued last year</a>, was dismissive of creditors’
assertions about the downfall of GWG Holdings. He said the best course of action
would be for creditors to support Beneficient’s transition to Nasdaq and avoid
litigation that could undermine investor confidence in a publicly traded version
of the company. He said GWG still held perhaps $1.4 billion in Beneficient
stock, and a rise in Beneficient’s value would directly benefit creditors.</p>
<p>Lawyers representing these creditors before the U.S. Bankruptcy Court in
Houston said analysis of business records, interviews and depositions revealed
Brad Heppner, founder and chief executive officer of Beneficient, was at the
center of a scheme to plunder GWG by misleading investors, marketing
now-worthless bonds, engaging in fraudulent insider deals and siphoning
cash.</p> <p>“Put simply, GWG was a classic Ponzi scheme,” the recently unsealed
court filing said. “At the heart of this Ponzi scheme was Heppner. He was the
chairman of both the Beneficient and GWG boards, appointed many of their
members, hand selected high-level employees and took pains to resist or
circumvent any guardrails that should have existed to protect GWG and its
creditors from manifestly unjust insider dealings.”</p> <p>Derek Fletcher,
president and chief fiduciary officer at Dallas-based Beneficient, said two
other GWG creditor groups filed objections to the motion outlining the supposed
Ponzi scheme and disparaging Heppner. The chief restructuring officer at GWG
also objected to the same motion, Fletcher said. Attorneys with Beneficient
submitted to the bankruptcy court a point-by-point rebuttal to the Ponzi
brief.</p> <p>“What I will tell you is it is a small group that is seeking a
litigation strategy,” Fletcher said. “My skeptical view of it is, in many cases,
you’re pursuing a litigation strategy because the parties that often benefit
from that strategy are the lawyers.”</p> <p>Fletcher said the best option for
GWG creditors would be to support the Nasdaq listing of Beneficient, help create
a positive market for Beneficient stock and seek to recover from the bankruptcy
by virtue of Beneficient’s financial growth.</p> <p>“We expect the process to be
completed,” said Fletcher, who offered no timeline. “We don’t want there to be
any economic, perceived or otherwise, risk to the state of Kansas.”</p>
<p>Attorneys for creditors seeking to litigate the GWG bankruptcy accused
Heppner of bankrolling Beneficient by sweeping $350 million from sale of bonds
secured by GWG before the disclosure of a U.S. Securities and Exchange
Commission investigation and issuance of a stack of subpoenas to GWG.</p> <p>The
Kansas charter granted to Beneficient a year ago by the Legislature enabled the
company to begin work with wealthy individuals, small business owners or modest
institutional investors — nearly all from out-of-state — by swapping cash or
stock for customers’ assets locked in professionally managed investment funds,
including venture capital, private equity, structured credit or real estate.</p>
<p>Beneficient’s goal has been to mimic financial services typically reserved
for massive institutional investors — such as a state pension systems — for
benefit of smaller players in the market who wanted to offload illiquid
assets.</p> <p> </p> <figure><a
href="https://kansasreflector.com/wp-content/uploads/2022/04/P4071194.jpg"></a><i></i>
Ray Katzer, of Luminous Neon, paints the Beneficient name onto the company’s
office building in April 2022 in downtown Hesston. (Sherman Smith/Kansas
Reflector)</p></figure> <h4>‘Extremely dangerous’</h4> <p>In a 2021 interim
legislative committee meeting, Senate President Ty Masterson, R-Andover, made
the motion to put a Kansas stamp of approval on Beneficient. His motion, passed
on a near-unanimous vote, led to issuance of a state charter held by Beneficient
for a business with offices in Hesston.</p> <p>Heppner and his allies have
directed campaign contributions of at least $150,000 at Kansan politicians
viewed as loyal to Beneficient or important to securing the state charter. Cash
from Beneficient-linked donors went to Kansas House and Senate political action
groups, Kansas GOP gubernatorial candidate Derek Schmidt and Democratic Gov.
Laura Kelly.</p> <p>On Dec. 28, 2021, Beneficient executives and associates gave
$30,000 to Kelly’s reelection campaign in increments of $2,000. The same day, a
group of Beneficient people donated $24,000 to Schmidt’s campaign for
governor.</p> <p>Before the November election, Beneficient donated $15,000 to
the Kansas Republican Party and the Kansas Democratic Party. Beneficient
interests also gave the Kansas House GOP campaign committee $55,000 in
increments of $5,000 each.</p> <p>Under legislation approved by wide margins in
the full House and Senate, with backing from Republicans and Democrats and
embraced by the governor, Heppner was awarded the state charter for Beneficient.
It was referred to as a technology-enabled fiduciary financial institution, or
TEFFI, rather than a bank or trust.</p> <p>David Herndon, the state banking
commissioner, has consistently raised questions about TEFFIs. He said the office
was monitoring court filings in the GWG bankruptcy just as it would transactions
involving a bank, trust or mortgage lender. He said the banking commission had
no role in the federal bankruptcy proceeding. The business relationship between
GWG and Beneficient was severed in 2021, before GWG sought Chapter 11 protection
in 2022.</p> <p>“It raised my eyebrows because those are pretty serious
allegations,” Herndon said. “We are watching, but not taking any role in the
bankruptcy matter at all.”</p> <p>A few state legislators, most prominently
Democratic Sen. Tom Holland, have sought to convince the banking commission to
suspend operation of Beneficient. The commission, however, doesn’t have
authority under current Kansas statute to take such action. Holland also has
recommended the Kansas Securities Commission and the Kansas Bureau of
Investigation launch reviews.</p> <p>Holland, of Baldwin City, said he recently
introduced <a
href="http://www.kslegislature.org/li/b2023_24/measures/sb199/">Senate Bill
199</a> to provide the banking commission the authority to “deny, suspend,
revoke or refuse to approve” any TEFFI. It would authorize the commissioner,
with approval of the board, to assess a civil money penalty of not less than
$5,000 per violation of state law or regulation. His bill would require TEFFIs
to purchase a surety bond in an amount equal to 5% of the institution’s total
assets.</p> <p>“You don’t have any appropriate securities oversight of this
operation and that is extremely dangerous,” Holland said.</p> <p>The state
banking commissioner has “no way to regulate or throttle operation of the
TEFFI,” the senator said.</p> <p>Holland also shared concern about vulnerability
of the state treasury if people or businesses conducting asset swaps with
Beneficient incurred large financial losses resulting in significant state
income tax deductions. If Beneficient flourished in the way executives forecast,
Holland said, the tax bite in Kansas would grow.</p> <p> </p> <figure><a
href="https://kansasreflector.com/wp-content/uploads/2023/02/P2141052.jpg"></a><i></i>
Baldwin City Democratic Sen. Tom Holland says the Legislature should strengthen
regulatory tools of the state banking commissioner to boost oversight of Kansas’
lone TEFFI, which engages in asset swaps among wealthy individuals and
businesses. Holland has attempted to track the company’s dealings on a grease
board in his office. (Sherman Smith/Kansas Reflector)</p></figure> <h4>The L
bond issue</h4> <p>For most of its history, GWG purchased life insurance
policies through the secondary market in anticipation the policies would
generate a profit for GWG when an insured person passed away. To finance the
business, GWG sold L bonds to outside investors with a typical annual rate of
return of 7%. The revenue allowed GWG to buy insurance policies and to make
premium payments on policies.</p> <p>The creditors’ group said in the bankruptcy
court motion GWG’s business model was a failure because it couldn’t generate
sufficient income. Had GWG accurately accounted for business costs, the filing
said, it would have “been readily apparent that the company was under water even
before it got off the ground.” The creditors asserted GWG expanded bond sales
from 2018 to 2021 while trying to delay collapse.</p> <p>“People were living
longer than GWG had forecast, which resulted not only in delayed payouts but
also increased policy premium payments,” according to the dissident creditors’
motion. “There is no indication that the GWG board ever considered slowing L
bond sales and broker-dealer registered investment adviser activity, even when
facing GWG’s obvious insolvency.”</p> <p>The creditors blamed GWG and Heppner
for “drastic and deceptive measures to avoid defaulting on L bonds for as long
as it could.” At one point, a portion of Beneficient was auctioned to GWG,
potentially the only bidder, for $600 million in L bonds and shares of GWG.</p>
<p>Heppner allegedly relied on L bond sales to prop up Beneficient and GWG cash
for “business and personal uses,” leaving L bond holders to shoulder the
majority of GWG’s billion dollar debt, the creditors alleged. Seven weeks before
GWG announced in 2021 it wouldn’t pay L bond interest to investors, Beneficient
spun off GWG and the state prepared to issue Beneficient the charter.</p> <p>The
small creditors’ group claimed Beneficient’s management team concealed problems
by assembling “fanciful projections” the company was worth almost $2 billion.
Investors seeking compensation by intervening in the bankruptcy case of GWG
claimed a prudent company officer or director would have “concluded that the
projections offered by Beneficient’s management were mere fantasy.”</p> <p>From
October 2020 to July 2022, the SEC served GWG no fewer than 13 subpoenas
covering dozens of topics, including changes in auditors, calculation of debt on
L bonds, marketing and sale of L bonds and financial projections of GWG and
Beneficient. The SEC served subpoenas on broker-dealers involved in marketing L
bonds through GWG.</p> <p> </p> <figure><a
href="https://kansasreflector.com/wp-content/uploads/2022/12/Fletcher-teffi-team-screen-scaled.jpg"></a><i></i>
Derek Fletcher, president and chief fiduciary officer at Beneficient Company
Group granted a Kansas charter in 2022, said creditors from a bankrupt business
that previously partnered with Beneficient would do better working with
Beneficient. (Tim Carpenter/Kansas Reflector)</p></figure> <h4>TEFFI nuts and
bolts</h4> <p>Fletcher, the president of Beneficient, said in an interview at
the Statehouse the company wouldn’t put Kansas at financial risk and would
deliver on a promise to direct resources from Beneficient to support rural
economic development. The centerpiece of development has been Hesston, but other
communities also benefitted.</p> <p>Fletcher said the TEFFI law was a solid
framework for businesses to “operate soundly, safely and securely.”</p>
<p>“Beneficient continues to focus on delivering to our customers and rural
Kansas communities,” Fletcher said. “The TEFFI Act is an excellent example of
how government and the private sector can partner for the good of all
Kansans.”</p> <p>He said reasons an investor might work with Beneficient
included an individual’s desire to invest differently by unraveling trapped
assets. Others might find Beneficient useful when dealing with a death or
divorce in the family.</p> <p>“In order for this to really work — in order for
you, an individual investor, to have confidence — there needs to be a fiduciary
duty wrapped around this,” he said. “That means that we, a TEFFI, provide you
with a quote for your asset, you understand not only what is the value we’re
offering, but how did we value your asset, how did we get to that number.”</p>
<p>It’s likely Beneficient’s offer would be adjusted so a net asset value of 100
might be discounted to 75, he said. Beneficient could provide the customer cash,
stock in Beneficient or a combination of both.</p> <p>Beneficient doesn’t accept
every customer proposal and doesn’t work with clients to finance art or wine
collections, gold bullion or Kansas agriculture property, he said.</p> <p>“We’re
not going to buy Kansas farmland,” he said. “All these fund managers have to be
registered with the SEC. We’re not buying anything that’s not registered.”</p>
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