NABL U The Essentials

We look forward to connecting with you this year at NABL U's The Essentials: Virtual 2021! The Essentials offers a comprehensive overview of the core areas of public finance, where newer bond lawyers and other market participants will receive a straightforward introduction to fundamental laws and principles relevant to the practice, and attendees with multiple years of experience will continue to build on the broad expertise necessary for a successful practice in public finance. Last year, COVID-19 made it necessary for us to convert our program to become NABL’s first ever fully virtual conference, and despite the challenges, The Essentials: Virtual 2020 was a great success. 

This year, we once again aim to “pull away the curtain” and de-mystify the practice for attendees. We have structured each session for comprehensive instruction and meaningful interaction between attendees and panelists, using a schedule that accommodates all four time zones and demands of the daily work schedule. We also have set up virtual networking events during the conference, so attendees can connect with the faculty and with each another. All-in-all, we believe you will find our four days together in this virtual world to be both educationally beneficial and enjoyable. We go live on June 8th and hope you will join us.

The Essentials Chair Sani A. Williams, Esq. Bryant Rabbino LLP New York, NY

The Essentials Vice Chair Tyler J. Kalachnik Ice Miller LLP Indianapolis, IN

Stay up to date on The Essentials: Virtual 2021 and follow NABL on LinkedIn, Facebook, and Twitter. 

Tag @nabldc and use #ESSVirtual21 when promoting the conference. 

The Essentials: Virtual 2021 will once again provide a great educational benefit and practical understanding of municipal finance law in the virtual format. We are particularly excited this year because NABL’s Issuer’s and In-House Counsel Committee will be participating in the conference and providing the issuer perspective on multiple panels, including “The Role of Issuer’s Counsel,” as well as core Essentials panels including, Bank Direct Purchases, Conduit Issues and Issuers, State Law Issues, Closing Logistics, Securities Law, and Private Activity Bonds. The issuer panelists will provide attendees with a real world view of how each member of a working group approaches legal issues and interactions in the public finance industry. 

“I'm still in a training period, so to speak, at my firm. It is expected that I will attend the Essentials for the first three years of my practice to learn and then solidify my knowledge of the fundamental rules of law that are key to public finance.”

“I thought the sessions covering refunding and reissuance, due diligence, and conduit bond issues were most helpful because they highlighted a few nuances of the law that I was not as familiar with.” Sarah M. Giammo, Friday, Eldredge & Clark, LLP, Little Rock, AR 

Download the Agenda

You do not need to be a NABL member to attend this conference. Repeat attendees are strongly encouraged to sign up. In fact, repeat participants report substantial benefit from attending multiple years of the conference.

Register Online

Registration PDF Form

$625.00 Member early bird rate until 4/23/2021
$725.00 Member rate starting 4/24/2021
*$725.00 Federal/state/local government employees 
$1375.00 Non-member rate

*Non-member government employees must use the pdf registration form for the discounted rate.

IMPORTANT: All registrants must have a (free) Zoom account to access the live virtual sessions. You can set up your free account in advance of The Essentials at https://zoom.us/. If you have an existing account, please make sure to update your Zoom account prior to the start of the conference at https://zoom.us/download. The latest version will allow you to use all of the features during the sessions. 

ACCESSING THE CONFERENCE: All attendees will receive an email several days before the event with access to the conference information through the online app. Within the online app, the panel session schedule will include individual links to each Zoom session. You can simply click on the link in each session you want to attend and type your name and email address that you used to register for the conference (and is associated with your Zoom account) to gain access. Attendees will have the ability to view the panelists in real time, follow along with the PowerPoint presentations, ask questions during each panel session, and participate in polling. Attendees will also receive a daily email that will include a daily schedule, virtual networking opportunities, and announcements,

REFUND POLICY: Registrants can request a full refund for The Essentials: Virtual 2021 until June 2, 2021 by emailing registration@nabl.org. 

The Essentials: Virtual 2021 begins with three general sessions and ends with a closing general session that all participants are encouraged to attend:

1. Structuring and Financial Aspects of a Municipal Bond Transaction. This will cover the central structural elements, documentation, and financial aspects of a municipal bond transaction.

2. General Tax Law. This will introduce federal tax laws governing municipal bonds.

3. General Securities Law. This will address federal securities laws applicable to municipal bonds.

4. Tying It All Together. This popular session takes attendees through a typical bond issue - from the initial client call to closing - using an interactive, informal platform that incorporates concepts from across the general and breakout sessions. Panelists play the roles of issuer, underwriter, bond attorney, and tax attorney as they navigate through a bond transaction from start to finish. Along the way, they encounter, explain, and resolve issues typically encountered in public finance transactions.

Closing Logistics: An overview of the logistics of closing a bond transaction, including drafting of various closing papers, preparing the Form 8038G or 8038, and DTC’s role prior to, during, and after a bond closing.

Conduit Issues & Issuers: Introduction to state law creation of and limitations on conduit bond issuers, the roles of counsel, multi-state issuers, and many other issues unique to conduit bond issues.

Deal Gone Bad: This panel covers the essentials any lawyer must be aware of when facing a troubled financing post-closing. We will explain transactional tools utilized in the early stages of a distressed situation including: rights and remedies of bond holders and how financing structures, bond insurance, bond mechanics, and elements of state law can dictate or limit enforcement of remedies. The discussion also covers the relevant mechanics of bankruptcy law when early remedial efforts are unsuccessful.

Ethics for Bond Attorneys 101: This session will address, in an interactive format, some of the ethical and practical issues related to legal representations in municipal finance, including: engagement letters, delivery of opinions and conflicts of interest, and a discussion of applicable ABA Model Rules of Professional Conduct. This session is anticipated to qualify for CLE ethics credit.

Leases & Other Non-Traditional Financings: Overview of certain transactions that do not fit typical structures but are common such as leases, installment payment contracts, pool programs, certificates of participation and others.

State Law Issues: Discussion of common state law issues that need to be addressed throughout the structuring of a municipal bond transaction and related disclosure issues.

State Law Issues (Real World Examples): Discussion of hypotheticals involving the application of certain common state law issues to be addressed throughout the structuring of a municipal bond transaction and related disclosure issues.

NEW! The Role of Issuer's Counsel: Overview of the role of, responsibilities and expectations imposed on issuer's counsel in municipal bond transactions.

Bank Direct Purchases: Discussion of direct purchases by banks of bonds, including why issuers want this product, why banks provide this product, documentation requirements, and associated securities law issues.

Practical Due Diligence/Drafting the Disclosure Document: Overview of the due diligence process with which practitioners should be familiar in municipal bond transactions and practical guidance for preparing disclosure documents.

The Role of Underwriter’s Counsel: Overview of the role of expectations imposed on underwriter’s counsel in a municipal bond transaction.

Underwriting: Behind the Scenes: Introduction to and discussion of the underwriting process, including all aspects of structuring the deal through taking the municipal bonds to market.

Arbitrage & Rebate: Overview of general arbitrage concepts, arbitrage rebate requirements, and the application of the various exceptions to the arbitrage rebate rules.

Arbitrage & Rebate (Real World Examples): Discussion of hypotheticals that involve the application of certain federal tax laws relating to arbitrage rebate and the exceptions to arbitrage rebate.

Avoiding Private Activity: Overview of the private activity bond rules applicable to tax-exempt municipal bond transactions.

Avoiding Private Activity (Real World Examples): Discussion of hypotheticals that involve the application of certain private activity bond rules to tax-exempt municipal bond transactions.

IRS Issues & Enforcement: Overview of IRS enforcement of tax-exempt municipal bonds, including compliance questionnaires, voluntary closing agreement program (“VCAP”), and audits. A look into how the IRS is organized, what constitutes “guidance” from the IRS and how is it issued, how to obtain a private letter ruling, how to participate in VCAP, rights and remedies of issuers of tax-exempt municipal bonds in the event of an audit, and other issues related to IRS enforcement.

Qualified 501(c)(3) Bonds: Introduction to the tax requirements applicable to the issuance of 501(c)(3) bonds, including ownership and use requirements and issues specific to hospital, residential housing, and school financings as well as commonly used financing structures.

Qualified Small Issue & Exempt Facility Bonds: Overview of the rules applicable to qualified small issue bonds, including qualifying projects, prohibited and restricted uses and maximum amounts, and the rules relating to qualified exempt facility bonds.

Refunding & Reissuance: Introduction to the legal and tax aspects of refundings and the tax concepts of a reissuance.

Refunding & Reissuance (Real World Examples): Discussion of hypotheticals that involve the application of certain federal tax laws relating to refundings, including the repeal of tax-exempt advance refundings as well as reissuance.

New this year is “The Role of Issuer’s Counsel in Bond Issues” panel, which will focus on the duties, responsibilities, and concerns of issuer’s counsel in a bond issue, including, above all, protecting the issuer. The panel will review risks faced by issuers; who the various parties are to a bond issue and which ones owe a fiduciary duty to the issuer; how the issuer should coordinate its in-house team; how to approach disclosure responsibilities; the issuer’s counsel opinion; and how to approach post-issuance compliance responsibilities.

Key takeaways from this session include:

• Make sure the issuer understands the nature of its relationship with the parties to the financing. Some parties owe the issuer a fiduciary duty, other parties do not.
• The official statement is ultimately the issuer’s document; make sure the right people at the issuer are reviewing the disclosure.
• Help the issuer develop policies and procedures for post-issuance compliance with tax matters and disclosure matters. Make sure the issuer is ready to comply with those policies and procedures.

There will be issuer perspectives on several other sessions including: Bank Direct Purchases, Conduit Issues and Issuers, Closing Logistics, Securities Law, and Private Activity Bonds. In addition, there will be multiple networking opportunities and up to 20 CLE credit hours can be earned.

All government (federal/state/local) employees can register at the NABL member rate of $725. Check out this year’s schedule and register today! 

The Role of Issuer’s Counsel in Bond Issues Panelists 

Brooke D. Abola Office of the City Attorney San Francisco, CA

David Unkovic McNees Wallace & Nurick LLC Lancaster, PA

Scott D. Ulrey New York City Office of Management and Budget New York, NY

Welcome Reception, Tuesday, June 8, 5:45pm – 6:45pm EST

Join faculty and attendees from across the country to kick off four days of immersive learning and networking with a welcome from the Chair and Vice Chair of The Essentials and an introduction to the benefits of NABL membership.

Networking Reception, Wednesday, June 9, 5:45pm – 6:45pm EST

After a full day, please join us for the evening to unwind with a little friendly competition through virtual trivia. Faculty and attendees will compete for prizes and bragging rights.  

Diversity Virtual Networking Reception, Thursday, June 10, 5:45pm – 6:45pm EST

Please plan to attend this reception to learn more about NABL’s Diversity Committee efforts as well as to continue networking with your peers. 

As an added bonus, registrants will receive an electronic copy of NABL’s 2021 reference manual, The Fundamentals of Municipal Bond Law. This manual, called the “Blue Book”,  contains valuable reference material on tax, securities, and other laws applicable to municipal finance. Attendees can buy a printed version of the book, which will be shipped to all registrants after the virtual conference. The cost of the book is $200 for Essentials attendees.
 

In addition, registrants will receive a complimentary electric version of either the LexisNexis Federal Taxation of Municipal Bonds Deskbook or the Federal Securities Laws of Municipal Bonds Deskbook. Registrants will receive an email with an individual code to redeem the LexisNexis deskbook of your choice after the conference.  

Registrants in states with a 60-minute CLE hour may earn up to 20 hours of live CLE credit, and registrants from states with a 50-minute CLE hour may earn up to 24 live CLE hours. Included in the total hours is one 75-minute session for ethics credit. Please contact cle@nabl.org if you have any questions.

As a NABL sponsor, your organization will receive year-long, high-level recognition. Your logo, including a hyperlink to your company’s website, will appear on NABL's website and in our e-newsletters throughout 2021. Your logo will also appear on conference promotional emails and on the closing PowerPoint slide of each panel session. A description of your company will also be posted on the sponsorship page of our website. Sponsors have a unique opportunity to support NABL’s efforts and raise the visibility of their organization to more than 2,500 members. Be recognized as a leader by the leaders; more than 85% of NABL members are firm partners and decision makers. Check out the 2021 Sponsorship Brochure, and contact Susan Zelner for more details.

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