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On March 1, 2017, the Securities and Exchange Commission (SEC) issued Release No. 34-80130 (the Release) proposing several amendments to its Rule 15c2-12 (the Rule) that would add two new events to the list of events that must be included in the continuing disclosure undertakings of municipal issuers or obligors (Borrowers) of municipal bonds. These 2 new events are: The incurrence of “financial obligations, if material, or agreeing to covenants or other provisions that affect…
If, as Justice Louis Brandeis famously said, “sunlight is said to be the best of disinfectants,” Massachusetts public records have just received a substantial splash of bleach. On June 3, 2016, Governor Charlie Baker signed into law the first update to Massachusetts’s public records law since 1973.  The law, as amended, will change how Massachusetts public record requests are made and how state and local governments respond to them. The amendments seek to make…
The Airport Cooperative Research Program (ACRP) recently released Report 151: Developing a Business Case for Renewable Energy at Airports (the Report). Foley partner David Bannard is a co-author of the Report, assisting lead investigators, Stephen Barrett and Philip DeVita of HMMH. The Report is a companion to ACRP Report 141: Renewable Energy as an Airport Revenue Source, on which Mr. Bannard also served as a co-author with Mr. Barrett. The Report provides a comprehensive guide…
This is the first post of a two-part series. Recently, a significant municipal issuer entered the market with its first sale under a $1 billion borrowing program that will use an offering statement style novel to the municipal market. For years, issuers of traditional corporate securities have used shelf registration for their securities. Shelf registration is a registration of a “new issue” which can be prepared up to two years in advance of the date…
The U.S. Treasury Department and Internal Revenue Service published final regulations on October 27, 2015 concerning the treatment of “mixed-use” projects financed with tax-exempt bonds. These new regulations have particular importance for tax planning and tax compliance of 501(c)(3) health care organizations that are borrowers of tax-exempt bonds.…
The Airport Cooperative Research Program (ACRP) has recently published a guidebook on Renewable Energy as an Airport Revenue Source. The link to the guidebook on the ACRP website is here. Foley partner David Bannard is a co-author of the guidebook, for which the lead authors were Stephen Barrett and Philip DeVita of HMMH. Airports are exploring non-traditional revenue sources and cost-saving measures. Airports also present a unique and often accommodating environment for siting renewable…
Two recent SEC enforcement actions demonstrate that the Securities and Exchange Commission remains intently focused on the municipal market and, in particular, on officials participating in financings that fail to accurately and completely disclose material information. In an action arising from defaulted bonds sold by a Michigan city to develop a soundstage, the SEC successfully brought fraud charges against the former mayor of the City of Allen Park, Gary Burtka, and, for the first time, charged…
Not-for-profit health care providers that have borrowed on a tax-exempt basis within the last five years should be aware of the Securities and Exchange Commission’s (SEC) Municipalities Continuing Disclosure Cooperation (“MCDC”) Initiative. The MCDC Initiative applies to municipal issuers and obligated persons, such as tax-exempt hospital borrowers, that provided materially misleading disclosure in Official Statements issued within the past five years regarding compliance with their continuing disclosure obligations under SEC Rule 15c2-12. The SEC is offering to enter…
Young companies are always looking for sources of capital, but many are unaware of funding sources provided by governmental programs. These programs are typically targeted at specific sectors and are intended to create jobs in the particular state or locality offering the incentives.  Massachusetts offers several great examples.…