In June and July, we distributed information regarding the Securities and Exchange Commission's Municipalities Continuing Disclosure Cooperation Initiative (the "MCDC Initiative"). The MCDC Initiative provides issuers and underwriters the opportunity to self-report instances of material misstatements or omissions in bond offering documents regarding the issuer's prior compliance with its continuing disclosure obligations. On July 31, the Securities and Exchange Commission ("SEC") extended the deadline for issuers and obligors to self-report under the MCDC Initiative from September 9, 2014 to 5:00 p.m. EST on December 1, 2014. The deadline for underwriters to self-report remains September 9, 2014.
Issuers should consider discussing with their underwriters any potential reporting involving the issuer prior to the underwriters' deadline. The underwriters are dealing with enormous amounts of information and may not have accurately assessed every issuer's filing and disclosure history. A timely discussion between an issuer and its underwriter may avert an unnecessary filing. Immediately following the underwriters' deadline, issuers should contact their underwriters to identify any reported bond issues and the substance of any reports.
For more information regarding the SEC's July 31 announcement, including the SEC's implementation of a tiered approach to civil penalties for underwriters and a discussion by the SEC of its treatment of those who use good faith efforts to identify certain potential violations, please click here.