Hawkins attorneys have a comprehensive understanding of the complex disclosure standards and practices affecting public securities offerings which are derived from sources as diverse as the antifraud provisions of the federal securities laws, judicial interpretations, state laws, common law, government regulation of market participants such as broker-dealers, organizations such as the Municipal Securities Rulemaking Board, and industry practice and voluntary guidelines such as the Disclosure Guidelines for State and Local Government Securities of the Government Finance Officers’ Association.
 
Hawkins attorneys are called upon to apply our knowledge and expertise regarding disclosure to virtually every transaction in which we participate and on a daily basis must advise clients with respect to disclosure questions arising in particular financings. Because of the breadth of our practice and the depth of our experience, our knowledge of and ability to handle complex disclosure matters are invaluable resources to our clients. Our disclosure practice, in addition to the general representation of our clients, consists of two principal areas: (1) the delivery of opinions regarding the disclosure in an official statement, whether serving as bond counsel, underwriter’s counsel, or otherwise, and (2) our engagements as disclosure counsel. 

State of New York
In early 1994, the Firm was selected as the first disclosure counsel by the State of New York Division of the Budget and we continue to serve in that capacity.  With the Firm’s help, the Division of the Budget rewrote the State’s basic disclosure documents, and reformatted them as an “Annual Information Statement.” Investors were put on notice that quarterly updates would be issued and that any material changes between such predictable updates would be issued as a supplement as necessary. Procedures were regularized for all contributing State agencies, officials and authorities whereby material changes would be provided to centralized budget staff and the new formalized State information statement would be made available to other issuers for use in their official statements.

City of San Diego
Hawkins was recently selected as disclosure counsel to the City of San Diego.  In response to certain disclosures regarding the City’s pension system, which are the subject of ongoing investigations by the Securities and Exchange Commission and the Office of the City Attorney (in addition to related criminal investigations by the U.S. Attorney’s Office and the District Attorney), the City adopted a disclosure ordinance.  That ordinance creates a Sarbanes-Oxley-like disclosure regime for the City, including the establishment of a Disclosure Practices Working Group (the “DPWG”), consisting of senior City officials and Hawkins as disclosure counsel.  The DPWG is responsible for reviewing all official statements and continuing disclosure filings of the City, and all disclosure provided by the City to certain specified related entities.  Hawkins assisted the City in developing the controls and procedures that govern the operation of the DPWG.

District of Columbia
Hawkins is also currently disclosure counsel to the District of Columbia for its general obligation and related financings as well as in connection with the District’s continuing disclosure filings and agreements. The Firm was first appointed in 2000, after the District had experienced financial difficulties that threatened its access to the capital markets.  Upon becoming Disclosure Counsel, Hawkins restructured the District’s official statement in a way that enables the District to more efficiently update its disclosure and provides a more “user friendly” document for the investor.

"Central Post Office"
Hawkins was retained by the Municipal Advisory Council of Texas (“Texas MAC”) in its negotiations with the SEC for the establishment of a “central post office” that accepts official statements and continuing disclosure filings that are submitted electronically with it, and immediately re-transmits them to the Nationally Recognized Municipal Securities Repositories (“NRMSIRs”) and State Information Repositories (“SIDs”).  Under a September 7, 2004, interpretive letter issued by SEC staff to Texas MAC and to Hawkins partner John McNally, issuers of municipal securities and others (whether acting for themselves or through a dissemination agent) who normally would be required to file annual financial information and operating data, as well as material event notices, with each NRMSIR and with any relevant SID may instead satisfy these obligations by filing only with DisclosureUSA, a website newly created and operated by Texas MAC.  The interpretive letter also assists underwriter compliance with Rule 15c2-12, by permitting underwriters to treat a continuing disclosure undertaking that provides for filings through DisclosureUSA to be in compliance with the Rule.  This simplified “one-stop” process is approved by the interpretive letter for any new continuing disclosure undertaking pursuant to the Rule that provides for filings through DisclosureUSA.