HomeMy WebLinkAboutC19-138 Digital Assurance Certification LLC
DAC Bond™ 315 East Robinson Street, Suite 300, Orlando, FL 32801
Ph. 407-515-1100 Fax 407-515-6513 www.dacbond.com
SEC POST-ISSUANCE COMPLIANCE AND REPOSITORY SERVICES
PRICING AGREEMENT
EAGLE COUNTY, COLORADO
Eagle County, Colorado (the “County”) has bond issues subject to the continuing disclosure requirements of SEC Rule 15c2 -12,
and hereby engages DAC to compile and maintain undertaking requirements, provide notice of and file rating changes, offer
ongoing training, file and disseminate information provided to DAC in connection with its bond issues , and assist in developing
policies and procedures for secondary municipal market securities requirements. The County may apply the DAC Bond™ logo to
future bond issues alerting regulatory bodies, rating agencies, broker-dealers and investors of ongoing information filings to the
DAC system upon the execution of the Continuing Disclosure Agreement by both parties. DAC will provide the following
services in its role as Disclosure Dissemination Agent for all bond issues listed in the attached Exhibit A. The County is
responsible for notifying DAC of any changes to CUSIP numbers, including but not limited to, new CUSIPs assigned to existing
bonds due to a remarketing or refunding.
Compliance and Repository Services:
1. Prepare, with respect to the County, a list of required information to be included in the Annual Financial Report
(quarterly or monthly) to be provided by the County, including whether Audited Financial Statements are required to
be included in the Annual Financial Report, and the date by which such Annual Financial Report is to be provided for
each Issue of bonds on the DAC system.
2. Review the historical information on file at EMMA and offer an online process (a “Continuing Disclosure 5 Year
Compliance Review”) which will allow the County to customize, subject to the provisions of this Agreement, its use
of the DAC system to determine whether there has been past compliance failures by the County with its prior
continuing disclosure undertakings.
3. Provide an integrated repository for seamless disclosure of the County’s municipal bonds under Rule 15c2-12 and
their non-municipal direct/taxable issues.
4. Provide templates in Excel format for completion of all operating data as required by each Continuing Disclosure
Agreement (provided separately to DAC by the issuer) reviewed for completion and timeliness of all filings via the
DAC system. All filings will be formatted to meet EMMA identification requirements for all filings effective, July 1,
2009.
5. Establish an automated tickler system with reporting due dates as required in each Continuing Disclosure Agreement
(or the “Continuing Disclosure” summary section where the Continuing Disclosure Agreement is not shown as an
exhibit or appendix in the Official Statement or provided separately to DAC) and linked to the Excel template
prepared as stated above.
6. Provide notification for rating agencies’ actions affecting any outstanding bonds listed on DAC.
7. Disseminate original documents filed with EMMA and provide receipt of all filings of ongoing financial information,
material event notices, irrevocable failure to file notices, press releases, management discussions, and supplemental
information on the DAC system.
8. Offer a minimum of 12 hours of continuing education annually as approved by the National Boards of Accountancy
(NASBA)
9. Assist in developing written SEC policies and procedures.
DocuSign Envelope ID: 91A93241-F038-45A4-812F-857A49B75CE9
DAC Bond™ 315 East Robinson Street, Suite 300, Orlando, FL 32801
Ph. 407-515-1100 Fax 407-515-6513 www.dacbond.com
Investors Relations Services:
10. Establish a unique website for investor relations and repository of all compliance information (rolling five (5)
years) to be held in DAC’s secured centralized database and available to any investors free of charge.
11. Provide bondholder reports, upon request, of investors reporting as required by the SEC.
12. Provide web casting on any scheduled investor calls through the use of audio/video technology, upon request.
13. Provide on-line, real-time questions and answer forum for investors.
For the services outlined above, DAC charges a one-time $2,500 set-up fee for each new issue and a $1,500 annual filing fee. The
total fees due, are:
Set-up fee of existing undertakings + new bond issue $ Waived
Ongoing annual filing/storage fee 1,500
Due Upon Execution $ 1,500
The services and this contract in its entirety described herein will be exclusively performed in Florida. DAC will bill for its
services at the time of initial set-up on the DAC system, prior to releasing information to investors. All bond calls, defeasance
notices or other material event notices will be disseminated by DAC. This agreement may be cancelled by either party with thirty
(30) day written notice.
By: By:
Paula Stuart
CEO
Digital Assurance Certification
Dated: April 25, 2019
Name:
Title:
Eagle County, Colorado
Agreed to and effective on this date:
Any assistance services provided by DAC are not intended to be “advice” within the meaning of the Dodd -Frank Wall Street
Reform and Consumer Protection Act (the “Act”), and you acknowledge that DAC shall not be acting as a “municipal advisor”
with respect to your “municipal financial products” or the “issuance of municipal securities” (as such terms are defined in t he Act).
DAC will make the System available to the County subject to the Terms of Use posted on the System. The County acknowledges
and agrees that the Terms of Use form a part of this Agreement and agrees to comply with the Terms of Use in its use of the
System. The County understands that to use the System, each of the County’s registered users must acknowledge acceptance of
the Terms of Use on the County’s behalf, and the County represents that its users are authorized to accept the Terms of Use on the
County’s behalf. The County may not use the System with respect to any bond issues of any third party or for any bonds issued by
the County other than the Bonds.
The DAC System is protected by one or more pending and/or issued patent applications, copyrights, trademarks, service marks,
international treaties, and/or other proprietary rights and laws of the U.S. and other countries. The System is also protect ed as a
collective work or compilation under U.S. copyright and other laws and treaties. All individual elements making up the System
are also copyrighted works. The County agrees to abide by all applicable copyright and other laws, as well as any additional
copyright notices or restrictions contained in the System. DAC grants the County a limited license to access and make personal
use of the System solely in accordance with this Agreement. Any unauthorized use of the System shall terminate the permission or
license granted to the County by DAC and will make any further use of the System an infringement of DAC’s intellectual property
rights. All rights not expressly granted under this Agreement are reserved by DAC.
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County Manager
Jeff Shroll
DAC Bond™ 315 East Robinson Street, Suite 300, Orlando, FL 32801
Ph. 407-515-1100 Fax 407-515-6513 www.dacbond.com
Exhibit A
DAC will provide disclosure dissemination services with respect to the following bond issues:
Bond Issue MAX
CUSIP
1 Series 2019 Bonds TBD
2 Series 2015 Refunding COPs 26947NCP3
3 Series 2008 Lease Purchase Agreement COPs (Eagle County Justice Center Financing
Corporation) (called 12/1/18) 26947NBW9
4 Series 2005 Lease Purchase Agreement COPs (Joint Maintenance Service Center Project)
(Eagle Lease Financing Corporation) (MBIA) ( called 12/2/15) 26947NBJ8
Eagle County Air Terminal Corporation
5 Series 2017 A Revenue Refunding Bonds (Airport Terminal Project) 26947EBC3
6 Series 2017 B Revenue Improvement Bonds (Airport Terminal Project) 26947EBS8
7 Series 2011 A Revenue Refunding Bonds (Airport Terminal Project) 26947EAS9
8 Series 2011 B Revenue Refunding Bonds (Taxable Airport Terminal Project) (matured
5/1/16) 26947EAZ3
9 Series 2006 A Airport Terminal Project Revenue Refunding Bonds (matured 5/1/17) 26947EAJ9
10 Series 2006 B Airport Terminal Project Revenue Improvement Bonds (called 10/16/17) 26947EAL4
Please let us know if the above referenced list of eligible bond issues is accurate, making note of any additions or deleti ons needed
to accurately reflect the municipal securities covered under this agreement.
Call dates represent the last date an annual filing was required to be made to the secondary market. If these bonds do requi re on-
going disclosure beyond the call date, please indicate otherwise.
The County agrees to notify DAC of any changes or additions to its CUSIP numbers.
DAC’s initial 5 Year Look Back Compliance Review may include some “no longer outstanding” bond issues.
Eagle County Air Terminal Corporation is a component unit of the County.
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1
Digital Assurance Certification, LLC
Disclosure-Dissemination Agent Services
Prepared for:
EAGLE COUNTY, COLORADO
Date: April 25, 2019
DocuSign Envelope ID: 91A93241-F038-45A4-812F-857A49B75CE9
315 East Robinson Street, Suite 300
Orlando, FL 32801-1674
www.dacbond.com
Phone: 407.515 .1100
____________________________________________________________
Financial Disclosure Solutions for the Municipal Bond Market
April 25, 2019
Ms. Jill Klosterman
Finance Director
Eagle County
500 Broadway, Administration Building
Eagle, Colorado 81631
c/o: Mr. Dan O’Connell
RBC Capital Markets
Via Email
Dear Finance Director Klosterman:
Thank you for your interest in DAC (formerly an Ernst & Young affiliate) services. DAC is the largest
disclosure dissemination agent in the U.S. A few of our Colorado clients include: City of Aurora,
Boulder County, Colorado Bridge Enterprise, Colorado College, Colorado Community College
System, City of Colorado Springs, City of Colorado Springs Utilities, Denver International Airport,
City and County of Denver, Denver School District No. 1, El Paso County, Jefferson County,
Regional Transportation District, Snowmass Village and the State of Colorado, to name a few.
Since 2001, DAC has had only one line of business – to provide high quality, efficient municipal post
issuance compliance services. The MSRB’s latest annual report ranks DAC as the largest provider
of annual dissemination services to the municipal securities market. DAC uniquely holds a “No
Action” letter from the Securities and Exchange Commission (the “SEC”) which provides the market
with confidence that DAC issuers are poised to provide timely and complete continuing disclosure
filings. DAC hosts a secure and protected database of issuer information on DAC Bonds which is
found nowhere else in the industry. As a result, market participants rely on DAC’s patented
processes to assist issuers in achieving the highest levels of competency in ongoing disclosure to the
secondary market.
The following describes the tangible work product DAC will provide:
DAC Templates. DAC provides and st o r e s issuer templates to be completed and posted
for issuer’s use with required annual filings. These templates are updated annually and
consolidate all contractual undertakings entered into by the issuer as provided to DAC
and, when followed, assure full compliance with the issuer’s existing undertakings.
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____________________________________________________________
Financial Disclosure Solutions for the Municipal Bond Market
DAC Electronic Dissemination System. The DAC system provides timely
dissemination and filing of documents to EMMA for the life of the bond. The DAC
system creates and attaches the MSRB cover sheet to all disclosure filings. Most
importantly, DAC transmits only authorized filings; in other words, only those filings
created by the issuer or agents of the issuer.
DAC Certificates of Completion. DAC provides certificates as to the completeness of
annual information filings.
DAC Ratings Review. DAC’s ratings review assures timely filing of event notices. DAC’s
research group, supplemented with dual levels of technology, are dedicated to reviewing
issuer rating changes, credit enhancer ratings for bond insurance companies as well as
credit providers on a daily basis. DAC automatically files rating upgrades or downgrades
affecting any CUSIP entered into the DAC system, unless the issuer “opts out” of the process.
DAC Audit Trail. The DAC system provides proof of transmission of all filings and
obtains and posts an electronic receipt, time and date stamped. DAC generates EMMA
transmission reports, providing an easy way for issuers to identify EMMA-side mistakes.
DAC’s report writer allows queries by month, date range or type for additional tracking
of information.
DAC 5 year Look Back Compliance Reviews. DAC maintains a rolling 5 year look back
review and certification for its clients.
DAC Continuing Professional Education. DAC is a CPE Sponsor, and its programs are
registered with the National Association of State Boards of Accountancy (NASBA). DAC
offers 15 (or more) CPE credits to participating issuers on an annual basis.
DAC Document Access and EMAIL Forwarding. Users can access current and
historical filings in a secured and protected database of optimized documents
that open immediately. Any document can be emailed to a single recipient or to a list of
recipients.
DAC Support Services:
Email ticklers which support compliance through the issuance of reminders of due
dates, 45, 30, 15, 7 & 1 day prior or can be tailored to an issuer’s reference, where
requested.
Compliance templates that detail what is required to be filed and are linked to
reminders, including notification of incomplete filing(s).
Automated filings of underlying and credit supported rating changes.
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____________________________________________________________
Financial Disclosure Solutions for the Municipal Bond Market
Review and confirmation of redemption and defeasance notices, upon request.
Filing of “failure to file” notices.
Customizable issuer alerts – to a list of specific recipients.
Issuer disclosure filings, transmission notifications, and reminder notifications
sent via email, where requested by the issuer (such as to a Trustee or
Financial Advisor).
DAC Investor Relations Services:
- DAC’s status as an independent third party allows issuers to update
information as deemed appropriate.
- DAC provides bondholder reports upon request.
- DAC provides Web casting of investor calls through the use of audio/video
technology.
- DAC provides on-line, real-time questions and answer forum for investors.
Please feel free to contact me should you have questions or if you need additional information. We would
welcome the opportunity to provide post issuance compliance services for the County’s bond issues.
Best regards,
Lisa Olsen
Executive Vice President
Attachments
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TAB 1: SOLE SOURCE LANGUAGE
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DAC SOLE SOURCE LANGUAGE
BACKGROUND
In 1994, the Securities and Exchange Commission (the “SEC”) adopted SEC Rule 15c2-12 (the “Rule”)
under the Securities Exchange Act of 1934, which prohibits an underwriter from underwriting municipal
securities unless the underwriter reasonably determines that the issuer has undertaken to provide updated
disclosure information to the MSRB’s EMMA following the issuance of the bonds, usually undertaken by
means of a continuing disclosure agreement or resolution (“CDA”). The CDA must provide that the issuer
will timely file with EMMA annual financial and operating data of the type used in the offering document,
audits and, when they occur, notices of specified events deemed important by the SEC. Significantly, under
the Rule and the CDA for a final official statement to pass muster, it must disclose any material failure by the
issuer to comply with a CDA during the previous five years. This provision is the backbone for the SEC’s
enforcement of issuer and broker-dealer continuing disclosure compliance under the securities laws.
While the Rule on its face only applies to underwriters, the SEC has made clear through enforcement actions
that making false statements or omissions in official statements about an issuer’s past compli ance with CDAs
will be construed as securities law violations under Section 17(a) of the Securities Act of 1933 and/or Section
10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Furthermore, the SEC’s
Municipalities Continuing Disclosure Cooperation Initiative (the “MCDC Initiative”) demonstrates the SEC’s
commitment to insure compliance with the Rule. It should be noted that while the MCDC Initiative offered
forgiveness to issuers and limited penalties to broker dealers that participated, the SEC provided no such
immunity to individuals, including, elected officials, non-elected staff, individual brokers and other
professionals involved in a bond transaction.
BROKER-DEALERS
When entering a public bid to underwrite bonds or serving as underwriter in a negotiated sale, broker-dealers
can rely on the DAC Database in making an informed decision on an issuer’s continuing disclosure
compliance record. The DAC system functions as a central repository for obligor/issuer filings of all
secondary market information on DAC Bonds.
DAC has developed a patented system* that meets the regulatory and informational needs of the municipal
market in a secure, reliable and timely manner. DAC’s “no-action” letter from the SEC allows dealers to rely
on the DAC Database to meet their regulatory requirements for assurance of timely receipt of event notices
and notices of late filing of annual financial information. DAC is the only vendor with a “no-action” letter
supporting this aspect of service. In this regard, DAC provides broker-dealers with a disclosure
transmittal system with capacity to meet the operational requirements of Rule, providing broker-dealers
with real-time required notifications of these events under the Rule.
Additionally, the DAC system facilitates an underwriter inquiry during its “reasonable review” as to whether it
receives a true issuer “final official statement” as defined in Rule 15c2-12(f)(3), to include, particularly, a
review of issuer disclosure of failures to comply, in all material respects, with any continuing disclosure
undertakings in the last 5 years.
__________________________
*U.S. Patent No. 7,155,408 B2, 7,801,791 B2, 8,165,937 B1
Other Patents Pending
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TAB 2: SECURITIES AND EXCHANGE COMMISSION NO
ACTION LETTER ISSUED TO DAC BOND
SEPTEMBER 21, 2001
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON.D.C.2O549
division of September 21,2001
MARKET REGULATION
Monty Humble,Esq.
Vinson &Elkins LLP
3700 Trammell Crow Center
2001 Ross Avenue
Dallas,Texas 75201-7700
Re:Digital Assurance Certification L.L.C.
Based on your representations and the facts presented in your letter dated
September 7,2001 (the "Request"),the Division of Market Regulation will not
recommend any enforcement action to the Commission against any broker,dealer,or
municipal securities dealer (each,a "dealer")for violation of Subsection (c)of Rule
15c2-I2 of the Securities Exchange Act of 1934 because the dealer uses the DAC
Database as its source of Information in the procedures it establishes in order to have
reasonable assurance that it will receive prompt notice of any event disclosed pursuant to
paragraph (b)(5)(i)(C),paragraph (b)(5)(i)(D),and paragraph (d)(2)(ii)(B)of Rule 15c2-
12 for DAC Bonds.
For purposes of this letter,the "DAC Database"is an Internet-accessible database
maintained by Digital Assurance Certification L.L.C.("DAC")and a municipal security
included in the DAC Database is a "DAC Bond.""Information"refers to the Annual
Financial Information,Audited Financial Statements,Notice Event notices,and
Voluntary Reports,as such terms are used in the Request.
In reaching this position,we note in particular that:
1.Pursuant to a Continuing Disclosure Agreement for a DAC Bond,the
issuer or obligated person will name DAC as its exclusive dissemination
agent.The issuer or obligated person will agree to provide DAC with the
Annual Financial Information and Audited Financial Statements (certified
by a designated representative of the issuer or obligated party)by
deadlines described in the Agreement and with all Notice Events notices
and Voluntary Reports (each certified by a designated representative of the
issuer or obligated party)for filing with nationally recognized municipal
securities information repositories,state information depositories and/or
the Municipal Securities Rulemaking Board (collectively,"Repositories")
as required by Rule 15c2-12.DAC will agree to make such filings
promptly upon its receipt of the Information.
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2.DAC will be irrevocably instructed by the issuer or obligated person to file
Notice Event notices of failure to file annual financial information with
the appropriate Repositories at the times and under the circumstances
which you have described in the Request.
3.Information in the DAC Database,including Notice Event notices,will be
identical to the information DAC files with the Repositories.
4.Whenever DAC enters into a Continuing Disclosure Agreement with
respect to an issue of municipal securities that is already outstanding,it
will use its best efforts to obtain all Information with respect to that issue
from the Repositories and include that Information in the DAC Database.
This no-action position is expressly conditioned on the current and continuing
accuracy of the facts and representations contained in the Request;any different facts or
conditions might require a different response.This position is based on current laws,
rules,and regulations governing participants in,and the markets for,municipal securities.
Any changes in such laws,rules,or regulations may supersede this no-action position or
require the Division to reevaluate its position.In addition,DAC shall advise the Division
of any material change in its standard form of Continuing Disclosure Agreement or the
operations and procedures described in the Request,and,if possible,shall provide such
information 30 days prior to any contemplated change,to enable the Division to
reevaluate this no-action position in light of such change.
This no-action position is subject to modification or revocation at any time the
Division determines that such action is necessary or appropriate.The Division may,from
time to time,request that DAC provide it with additional information concerning the
DAC Database and the DAC System referred to in the Request.
The position expressed herein is the Division's position on enforcement action
only;it does not represent a legal conclusion on the question presented.
Sincerely,
Martha Mahan Haines,Chief
Office of Municipal Securities
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TAB 3: DAC’S VALUE PROPOSAL
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Value Proposition – Continuing Disclosure for State & Local Governmental Issuers
DAC - Digital Assurance Certification LLC
Page 1
Introduction
Given the industry’s increased scrutiny of disclosure issues, Digital Assurance Certification (DAC), is
providing the best possible solution for compliance concerns.
The DAC system provides issuers with ongoing compliance support and state-of-the-art application
software for assuring timely, accurate filings with the MSRB’s EMMA system. Issuers that use DAC to
proactively inform municipal investors of their credit worthiness and accuracy in ongoing disclosure
filings can enhance the value of their bonds. Using DAC, issuers position themselves as leaders in
municipal market communications, which attracts potential bidders otherwise unable to bid on bonds not
offering such disclosure.
The DAC solution instantly puts information about a bond iss ue directly into the hands of compliance
officers, brokers, dealers, market professionals and investors. The DAC platform not only provides real-
time access to required disclosure information but assists issuers in knowing what to file, when to file, and
facilitates such filings through ongoing development of EMMA interface systems. Used appropriately by
issuers, investors, underwriters, brokers and dealers are assured that the financial information they need is
readily available throughout the life of each bond issue.
Overview
The Securities and Exchange Commission (“SEC”) Requirements:
A. Unlike corporate registrants required to publicly file to the SEC’s EDGAR System, the SEC cannot
require municipal issuers to file financial information to the public. However, the SEC does regulate
broker-dealers. Consequently, SEC Rule 15c2-12 promulgated by the SEC required broker-dealers
underwriting municipal securities after July 3, 1995, to obtain a written agreement from issuers to file
periodic financial statements, operating data, and material event notices over the life of the bonds. The
SEC also required broker-dealers to have procedures in place (Rule 15c2-12(c)) that provide notice of
the receipt of any secondary market filings. In the 2010 Amendments, the SEC’s restated guidance
now makes reference to “event notices and failure to file notices” and further expanded the specificity
of its prior statements. On September 21, 2001, the SEC issued a letter to DAC agreeing to take no
action against a broker-dealer using DAC Bonds to meet secondary market requirements of SEC
Rule 15c2-12(c).
B. The annual information provided should be similar to that found in the final official statement of the
bonds when the bonds were issued. The required information needs to include notices of “material
events” as they occur (the 2010 Amendments moved the number to 14 and removed the “materiality
determination and required issuers to report the notices within 10 business days from the date of
occurrence, rather than the old standard of “when known and/or if deemed material”).
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Value Proposition – Continuing Disclosure for State & Local Governmental Issuers
DAC - Digital Assurance Certification LLC
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C. To assist issuers, DAC has responded with both technological and methodological changes to the
amendment to Rule 15c2-12 that required changes to the “materiality” criteria for certain events and
required the reporting of certain events within 10 business days of occurrence. This is a marked change
from the old requirement to file a notice if deemed material and when an issuer had knowledge of such
an occurrence. DAC’s response is to run cross comparisons by CUSIP of the underlying and/or credit
enhancement information against rating agency actions. When a correlation occurs between a rating
action and a CUSIP for a client’s bonds, an email is sent to the client alerting them of a rating change.
Within 72 hours, an event notice is filed automatically with EMMA and the filing receipt is maintained
over the life of the bonds. Of note: the EMMA system does not store issuer filing receipts-
thereby requirng the issuer to maintain such “ proof of filing” over the life of the bonds.
What the Industry Wants vs. Gets:
A. Wants: Reasonably current and readily accessible information. – Gets: Sporadic filings: some issuers
file annually, some quarterly, and some not at all. Of those filing, some provide detailed in formation,
some little. Moreover, information previously filed with the EMMA system may have been posted
incorrectly to the wrong issuer or the wrong issue or not across all CUSIP bases. Issuers not using a
web-based system have no assurance that what they filed reached all the issuer’s CUSIP numbers. To
trade in an issuer’s bonds, a broker/dealer is required to have reasonable assurance that the issuer has a
working continuing disclosure process in place; to participate in a new issue, an underwriter mu st
review this process and verify its use through a 5-year “look back” process set forth by the SEC in
Rule 15c2-12. DAC provides Certificates of Completion to issuers who make filings via our system
and issues a Compliance Report that is available to broker-dealers needing access to historical
information (DAC backfills missing information, holds receipts of such filings with EMMA to correct
the outstanding filings and maintains all documentation over the life of the bonds to provide the audit
trail helpful to broker-dealers when underwriting a new municipal bond issue).
B. Wants: accurate information. – Many issuers provide annual audits but many neglect to provide the
requisite operating information, management discussions and event filings. DAC assists issuers by
developing templates in Excel format (source documents required to be filed into EMMA) and sets
reminders of filing dates, by types of data, and provides a second set of “eyes” in making certain all
due dates are satisfied. DAC also assists issuers in the filing of event notices. Our research group is
dedicated to reviewing issuer ratings, credit enhanced ratings and bank ratings on a daily basis.
What DAC Offers:
A. DAC provides a patented, real time, web-based information dissemination vehicle that, when
populated properly by the issuer, meets the SEC continuing disclosure requirements under the Rule.
The SEC has provided DAC with a “no action” letter that states no enforcement action will be
taken by the SEC when an issuer uses DAC appropriately for its continuing disclosure. The SEC
refers to these securities as “DAC Bonds”.
B. The process is completely computer-based: the issuer accesses the DAC web site and transmits the
disclosure items to DAC electronically or sends the information via email to a DAC Client Service
Managers who assists with the filing. DAC then transmits the information electronically by CUSIP
number (a number that identifies individual maturities within specific bond issues) to EMMA, and
archives an electronic filing receipt. The information is simultaneously posted to the Issuer’s location
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Value Proposition – Continuing Disclosure for State & Local Governmental Issuers
DAC - Digital Assurance Certification LLC
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on the DAC site which is freely available to interested parties. Acting as the exclusive dissemination
agent in accordance with the SEC letter, DAC centralizes the filing of all information from trustees and
other market professionals. DAC also provides a link to the issuer’s website to enhance the corporate
image of the issuer, if so desired.
C. The DAC web site offers other services such as automated disclosure reporting date reminders,
disclosure archival, and restricted access for filing documents with additional parties and other
features.
D. DAC received its first U.S. Patent on its disclosure system in December 2006 with other Patents issued
subsequently.
The Value Proposition
A. When issuers use DAC appropriately, they, their underwriters, and the broker/dealers trading in DAC
bonds need not be concerned with SEC enforcement action regarding continuing disclosure.
B. Industry analysts, market professionals and other interested parties may access reasonably current
information (to the extent the issuer maintains the site current) that is readily accessible and centralized
(right at their desktop computer for “one stop” review and printing of all issues in their portfolio). The
information is in a real time mode.
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