NABL U is excited to present The Institute: Hybrid 2022!  The Institute will be held March 3-4, 2022, both in-person and virtually, which will provide NABL members with a choice as to how to participate. By whatever means you choose, we look forward to having you join us for advanced tax, securities and public finance law insights from experts in the municipal finance industry.  

The Institute features an exciting agenda designed to delve into the newest trends, best practices, and challenges affecting the municipal finance practice. It’s the only conference of its kind that offers sessions focused on advanced topics that are structured to appeal to experienced professionals. The conference builds on foundational matters addressed in NABL U’s The Essentials and general knowledge sessions at NABL U’s The Workshop conferences. Matters discussed at The Institute will help with developing your practice and keeping abreast of the latest happenings in the industry. 

New this year: In-person attendees will have the opportunity to join small session “coffee-talk” discussions with other practitioners regarding practice points in focused tax and securities topics. 

This is your opportunity to learn from and engage with subject matter experts from across the country. We look forward to seeing you this March at The Institute: Hybrid 2022. 

Institute Chair Marybeth Orsini Ballard Spahr LLP Baltimore, MD

Institute Vice Chair Hillary D. Phelps Chapman and Cutler LLP Chicago, IL

Members: $695 ($100 discount off The Institute 2021 fee)

Non-members (includes one year of NABL membership): $1,190

The registration deadline is March 1, 2022.

 

In-Person Attendance

Per NABL policy, in-person attendees must be fully vaccinated by February 4, 2022, in order to attend the conference in Miami. Please provide proof of vaccination to NABL by emailing a copy of your vaccination card to registration@nabl.org. If you attended The Workshop: Hybrid 2021 in person, we have your vaccination card on file, so you do not need to resubmit proof. 

All attendees must register in advance.  There will be no on-site registrations at The Institute. The sessions at The Institute will not be recorded in order to allow for candid, free-flowing discussions. 

Registration Policies 

In-person registrants have until February 4, 2022, to:

• Convert their registration to virtual.
• Transfer their registration to a NABL member within their firm for virtual or in-person attendance.
• Cancel their registration and receive credit for a future meeting in 2022.

Virtual registrants that cannot attend may transfer their registration to a NABL member within their firm until March 1, 2022. 

Refunds will not be issued for The Institute.

 

#1 Resort in Florida three years in a row

Conde Nast Traveler Readers’ Choice Award

 

JW Marriott Miami Turnberry Resort & Spa
19999 West Country Club Drive
Aventura, FL 33180 
Telephone:  305.932.6200

 

 

Group Guestroom Rate

$359.00 single/double occupancy (plus $30.00 daily resort fee)
 

Reservation Link: https://book.passkey.com/go/NABLInstituteMarch2022
 

Reservation Deadline: February 4, 2022

The venue for this year’s Institute is the JW Miami Marriott Turnberry Resort, which is a tropical oasis. It spreads out over 300 lush acres and features several pools, two 18-hole championship golf courses, a full-service spa, and many restaurants. The group guestroom rate is $359.00 per night single/double occupancy.

The daily resort fee is offered at a reduced rate of $30.00 per night, and it includes the following services and much more:

• Enhanced high-speed internet access in each guestroom 
• Day pass to the Spa, Fitness Center, and Wellness Circuit including access to the Aromatherapy/Chroma-therapy Steam Room, Himalayan Salt Therapy Suite, and Swiss Shower. 
• Round-trip shuttle service to Aventura Mall and beach access at Sole Beach Club; beach access includes beach chair, umbrella, and towel service 
• Access to Cascata Pool at the resort 
• Admission to Laguna Pool & Waterpark complex at resort 
• Access to driving range with unlimited use of range golf balls 
• Use of resort bikes 

A one-night credit card guarantee is required at the time of reservation, and an early departure fee will apply to guests that check into the hotel and decide to leave early. Please ensure your reservation arrival and departure dates are correct prior to checking in. Check-in is at 4:00 PM, and check-out is at 11:00 AM.

Airports

Fort Lauderdale-Hollywood International Airport (FLL) (12 miles from the hotel; $45.00 one-way taxi fare)
Miami International Airport (MIA) (18 miles from the hotel; $55.00 one-way taxi fare)

Parking

Daily parking is $45 per vehicle.
 

Friday, March 4

7:45am - 8:45am ET

Current Trends in IRS Audits and Audit Techniques

This non-CLE session will provide an opportunity for practitioners to discuss their experience with current IRS audit focuses and tactics, as well as their approaches to responding to IDRs and when to raise matters to the IRS Office of Appeals. Attendees of this session are expected to participate in the discussion. This session is for practitioners only, with no members of the press or government officials present.

Coffee Talk Leader: Todd Cooper, Locke Lord, LLP, Cincinnati, OH

 

 

Essential Housing Tax Trends

This non-CLE session will provide an opportunity for practitioners to discuss the various tax traps they've encountered with tax-exempt essential/workforce housing bonds and how they've handled them. Attendees of this session are expected to participate in the discussion. This session is for practitioners only, with no members of the press or government officials present.

Coffee Talk Leader: Will Milford, Bryant Miller Olive PA, Jacksonville, FL

 

 

Practical Due Diligence and Disclosure

This practitioners only, non-CLE session will provide an opportunity for practitioners to discuss their approach to challenging diligence and disclosure questions including unaudited financial information, ESG, litigation, risk factors, and non-publicly offered debt.  This session is for practitioners only, with no members of the press or government officials present.

 

 

 

 

SEC Enforcement and Regulatory Trends: Looking Back and Looking Ahead

This non-CLE session will provide an opportunity for practitioners to discuss recent SEC enforcement cases and regulatory trends, and how their practice and clients have adapted, as well as what changes may be in store and how to prepare. Attendees of this session are expected to participate in the discussion. This session is for practitioners only, with no members of the press or government officials present.

 

Capitalizing on Financing Interest Alison J. Benge Pacifica Law Group LLP Seattle, WA

Hot Topics in Disclosure for 501(c)(3) Borrowers Bill Burns Gilmore & Bell, P.C. Kansas City, MO

Understanding Securities Laws of Private Placements and Limited Offerings Dan M. Deaton Nixon Peabody LLP Los Angeles, CA

Hill Happenings and Updates from DC Regulators Brian Egan NABL's Director of Governmental Affairs Washington, DC

Roles and Responsibilities of Disclosure Counsel Brian J. Garzione Hawkins Delafield & Wood LLP Washington, DC

Technical Tax Calculations: Arbitrage Edition Gregory A. Ichel The Arbitrage Group, Inc. Hudson, WI

Trickier Tax Reissuance Questions under 1001 Taylor L. Klavan Squire Patton Boggs (US) LLP Houston, TX

Non-103 Tax Issues for the 103 Attorney John T. Lutz McDermott Will & Emery LLP New York, NY

ESG: Diligence and Disclosure Considerations Kimberly Magrini Ballard Spahr LLP Philadelphia, PA

Navigating Ethical Challenges in the Hybrid Work Environment Michael L. Moore New York City Law Department New York, NY

Considerations When Making Continuing  Disclosures Brandon C. Pond Hillis Clark Martin & Peterson P.S. Seattle, WA

Securities Law and Other Considerations for Forward Deliveries Christine E. Reynolds Orrick, Herrington & Sutcliffe LLP Portland, OR

General Session: Tender Offers and Exchanges William C. Rhodes Ballard Spahr LLP Philadelphia, PA

All About Allocations John F. Stanley Orrick, Herrington & Sutcliffe LLP San Francisco, CA

Current Trends in Exempt Facility Bonds Brian Teaff Bracewell LLP Austin, TX

 

 

 

 

 

 

 

 

Below are the on-site conference policies to ensure the health and safety of our in-person attendees:

• Per NABL policy, in-person attendees must be fully vaccinated by February 4, 2022, in order to attend the conference in Miami. Please provide proof of vaccination to NABL by emailing a copy of your vaccination card to registration@nabl.org. If you attended The Workshop: Hybrid 2021 in person, you do not need to resubmit proof. 
• During The Institute: Hybrid 2022, attendees will be required to wear masks during the conference unless actively eating or drinking.
• The presenters will be unmasked, and the stage will be a reasonable distance from the audience.
• NABL will have hand sanitizer and masks available for in-person attendees to use throughout the meeting.
• NABL will have self-administered COVID-19 testing available on-site.

**All sessions are in Eastern time**

To allow for candid, free-flowing discussions, The Institute sessions will not be recorded. 

9:00am - 10:15am ET

General Session: Tender Offers and Exchanges

Tender offers and exchanges are increasing in prevalence as a cash management tool, a mechanism for workouts, and as a workaround for advance refundings. This panel session will discuss market dynamics and disclosure and other legal issues surrounding tender offers and exchanges.

Panel Chair: Bill Rhodes, Ballard Spahr LLP, Philadelphia, PA

 

 

 

10:45am - 12:00pm ET

All About Allocations

This session will focus on discrete matters related to tax allocations, including multipurpose allocations, inconsistent allocations across Treasury Regulations, multi-generational allocation issues, and how to correct incorrect prior allocations.

Panel Chair: John Stanley, Orrick, Herrington & Sutcliffe LLP, San Francisco, CA

 

 

 

Understanding Securities Laws of Private Placements and Limited Offerings

Private placements and limited offerings are frequently used as an alternative to public offerings. How do the disclosure and due diligence obligations differ from public offerings and how does that change what the structure and documents need to look like?

Panel Chair: Dan Deaton, Nixon Peabody LLP, Los Angeles, CA

 

 

 

12:15pm -1:15pm ET

Hill Happenings and Updates from DC Regulators

This non-CLE session will provide legislative and regulatory updates from Washington, D.C. Topics will include NABL’s municipal bond priorities, the recently passed Bipartisan Infrastructure Framework, pending federal agency rulemaking processes, and discussion of what is on the agenda for the second session of the 117th Congress.

Panel Chair: Brian Egan, NABL's Director of Government Affairs

 

 

 

1:30pm - 2:45pm ET

Non-103 Tax Issues for the 103 Attorney

This session will focus on certain Code sections often encountered by Public Finance Tax Attorneys. The discussion will include contingent payment debt instruments, issue price for taxable bonds, and the "true debt" analysis.

Panel Chair: John Lutz, McDermott Will & Emery LLP, New York, NY

 

 

 

ESG: Diligence and Disclosure Considerations

This panel will explore what ESG means in the municipal bond market and considerations around diligence and disclosure with respect to ESG and non-ESG designated Bonds. The panel will discuss the SEC approach to ESG in the corporate market and what guidance could be useful to municipal market participants.

Panel Chair: Kimberly Magrini, Ballard Spahr LLP, Philadelphia, PA

 

 

 

3:15pm - 4:30pm ET 

Trickier Tax Reissuance Questions

The discussion will include analysis of more complex transactions and whether a modification triggers a reissuance under 1001, the level of discretion that documents may permit without triggering a significant modification, and the latest in LIBOR-related transition matters.

Panel Chair: Taylor Klavan, Squire Patton Boggs (US) LLP, Houston, TX

 

 

 

Considerations When Making Continuing Disclosures

Whenever obligated persons with outstanding securities make a required or voluntary disclosure to EMMA, they are speaking to the market under federal securities laws. This panel will discuss the considerations around making required and voluntary continuing disclosures, including SEC guidance and the applicable liability standard under federal securities laws. Particular attention will be made to disclosures related to Events (15) and (16).

Panel Chair: Brandon Pond, Hillis Clark Martin & Peterson P.S.,

                                                            Seattle, WA                                                

 

 

5:00pm - 6:15pm ET

Hot Topics in Disclosure for 501(c)(3) Borrowers

This panel will cover hot topics in disclosure for 501(c)(3) borrowers in the following sectors: health care, senior living, housing, and higher education. Disclosure considerations unique to each sector will be discussed as well as topics that apply to all such as bank loan disclosure, recent SEC risk factor guidance, cybersecurity, climate change, and LIBOR. Disclosure considerations concerning taxable 501(c)(3) bonds will also be discussed along with the particular considerations in connection with ongoing disclosure, foreign legends and tax disclosure. 

Panel Chair: Bill Burns, Gilmore & Bell, P.C., Kansas City, MO

 

Current Trends in Exempt Facility Bonds

This session will cover current tax topics in exempt facility bonds, including the ability to use existing categories for renewable energy projects and the increase in governmentally owned solid waste facilities, as well as new categories of exempt facility bonds included in recent infrastructure laws.

Panel Chair: Brian Teaff, Bracewell LLP, Houston, TX

 

 

 

**All sessions are in Eastern time**

To allow for candid, free-flowing discussions, The Institute sessions will not be recorded. 

9:00am - 10:15am ET 

Ethics Session: Navigating Ethical Challenges in the Hybrid Work Environment 

With practitioners tending to split their time between their business office and their home office, the current landscape is full of challenges that stem from a hybrid work environment, particularly appropriate maintenance of files, client communications, remote supervision and training of junior attorneys and legal support staff, and the balance of work and home life. The panel will explore these challenges in detail and offer possible solutions.

                                                   Panel Chair: Michael Moore, NYC Law Department, New York, NY

 

10:45am - 12:00pm ET

Technical Tax Calculations: Arbitrage Edition

This session delves into arbitrage yield and rebate calculations, focusing on issues encountered by issuers/borrowers and their professional arbitrage consultants. The session will also share arbitrage best practices for practitioners.

Panel Chair: Gregory Ichel, The Arbitrage Group, Inc., Hudson, WI

 

 

Securities Law and Other Considerations for Forward Deliveries

Issues to be discussed include the basic mechanics to a forward delivery (what it is and how it works), documentation pitfalls and things to look out for, identifying tax issues, disclosing information about the purchase agreement and associated risks. This session will also delve more deeply into disclosure considerations for the period between closing and settlement of bonds. 

Panel Chair: Christine Reynolds, Orrick, Herrington, Sutcliffe LLP, Portland, OR

 

 

12:30pm - 1:45pm ET

Capitalizing on Financing Interest

This session will delve into the ability of financing interest in various contexts, including financing interest on refunding bonds and, for new money bonds, differentiating between interest that can be financed and interest that is a true capital expenditure for purposes of the $150M limitation and the 95% test for exempt facilities.    

Panel Chair: Alison Benge, Pacifica Law Group LLP, Seattle, WA

 

 

Roles and Responsibilities of Disclosure Counsel

This panel will present key aspects of the disclosure counsel practice, discuss certain issues disclosure counsel may face, and explore the division of responsibilities among various transaction participants. The panel will also examine the interplay between underwriter's counsel and disclosure counsel, as well as the delivery of negative assurance letters and opinions.

Panel Chair: Brian Garzione, Hawkins Delafield & Wood LLP,

Washington, DC

 

 

 

 

 

 

Thursday, March 3

General Session: Tender Offers and Exchanges

The conference will kick off with the General Session, which will discuss tender offers and exchanges that are increasing in prevalence as a cash management tool, a mechanism for workouts, and as a workaround for advance refundings. The panel session will discuss market dynamics and disclosure and other legal issues surrounding tender offers and exchanges.

Thursday Lunch Session: Hill Happenings and Updates from DC Regulators (non-CLE)

Grab your boxed lunch and hear the latest happenings regarding regulatory and legislative updates from Washington, D.C. Topics will include NABL’s municipal bond priorities, the recently passed Bipartisan Infrastructure Framework, pending federal agency rulemaking processes, and discussion of what is on the agenda for the second session of the 117th Congress.

Welcome Reception (In-person attendees only)

After a busy day of learning, come relax and network with your colleagues at the Welcome Reception. It will take place n the Magnolia Courtyard, and the reception will include heavy Hors d'oeuvres and drinks. 

Friday, March 4

Coffee Talk Sessions (In-person attendees only)

These one-hour informal, small session discussions on Friday morning will provide practitioners an opportunity to connect and discuss tax and securities topics. Attendees who are members of the government or the press can't attend this session. Check out all the topics here.

 

Registrants in states with a 60-minute CLE hour may earn up to 10 total hours of live CLE credit, and registrants from states with a 50-minute CLE hour may earn up to 12 live CLE hours. Included in the total hours is one 75-minute session for ethics credit. 

To allow for candid, free-flowing discussions, The Institute sessions will not be recorded. 

 

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 for the entire year. 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 2022 Sponsorship Brochure, and contact Susan Zelner for more details.

 

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