Saul Ewing's Public Finance Practice has served as bond counsel, issuer’s counsel, underwriter's counsel and borrower's counsel on billions of dollars of tax-exempt and taxable financings . We take the view that our role as counsel is not merely to render an opinion in a transaction. We take the time to understand our client’s financial objectives and offer a range of services to help them plan and structure financings to fit their goals.
Our clients include: municipal, county and state governments and agencies; quasi-government organizations; colleges and universities; health care systems; continuing care retirement communities and other 501(c)(3) nonprofits; investment and commercial banks; and economic development and redevelopment authorities.
Our experience includes a role in financings for:
- Municipal, county and state infrastructure projects
- Water, sewer, stormwater, gas and other utility projects
- Hospitals and health care institutions
- Continuing care retirement communities
- Public and private universities and community colleges
- Charter and independent schools
- Single- and multi-family housing projects
- Economic development and redevelopment projects
- Cultural and sports facilities
- Airports, ports, and public transportation systems
We have significant experience with taxable and tax-exempt general obligation bonds, revenue bonds, certificates of participation, liquidity facilities such as letters of credit and standby bond purchase agreements, credit enhancement, bank direct purchase bonds, variable rate debt and auction rate debt, and both public offerings and private placements of rated and unrated debt. We also have substantial experience with interest rate swaps and sophisticated investment arrangements, such as public-private partnerships, tax increment financing, new markets tax credit, historic tax credit and special tax district financings, and asset-backed securitizations.
In addition, our attorneys help clients address complex financial needs through innovative, tailored solutions that extend beyond the conventional scope of legal counsel. For example, our services include:
- Assisting clients with referendums on debt for public projects.
- Participating in the legislative process, including drafting legislation.
- Introducing direct loan sources and institutional investors to issuer clients to reduce the cost of capital for public projects.
- Evaluating and implementing public-private partnerships and inter-municipal joint undertakings.
- Advising clients on employing various kinds of swaps and other derivatives to better manage their financial plans.
Handling Regulatory Complexities
Having knowledgeable counsel is especially important as federal regulators have stepped up scrutiny of tax-exempt securities. Our attorneys’ experience with these complex regulations provides important insight for structuring, negotiating, documenting and conducting due diligence for financial transactions, particularly for clients trying to balance the cost of capital and the need for flexibility. We have a keen understanding of the intricate tax regulations relating to tax-exempt bonds and the investment of the proceeds thereof, including general arbitrage and arbitrage rebate matters.
The Public Finance Practice also has extensive experience on disclosure issues and matters relating to compliance with the rules of the Securities and Exchange Commission and the Municipal Securities Rulemaking Board. When acting as underwriter's counsel, attorneys in the practice draft official statements and other disclosure documents. Practice attorneys keep in frequent contact with clients about ongoing compliance issues and draft Continuing Disclosure Agreements to satisfying Rule 15c2-12 requirements for a variety of clients, including states and state agency issuers. When issues with disclosure rules and regulations arise, we have the background and experience to provide counsel to our clients on these issues.
