Connecting the Dots with Nixon Peabody: How Issuers Are Confronting Today's Disclosure Challenges

July 14, 2021

Connecting the Dots with Nixon Peabody: How Issuers Are Confronting Today's Disclosure Challenges

Over the past year, a number of hot topics in #muniland have evolved to touch on both investor relations and legal disclosure. In order to help issuers better understand these emerging issues, we co-hosted a four-part webinar series in June with Nixon Peabody, a leading bond and disclosure counsel in the municipal bond market. 

Four webinars in a month required a lot of coordination, but it was worth it for everyone who was able to tune in: the conversations we facilitated amongst issuers, bond investors and counsel uncovered valuable new practices and other take-aways for issuers of all sizes, sectors, and levels of sophistication. 

Here’s what we heard:

1. Digital channels matter more today

Established issuers like Darryl Street (the District of Columbia) and Lisa Eisenberg (Ohio Treasurer of State) discussed how they utilize modern communication channels to reach investors. It’s never been easier to communicate your story with bond investors, and for investors to consume it, thanks to tools like social media (LinkedIn, Facebook, Twitter, etc.) and IR websites. 

Issuers can effectively market a bond sale by efficiently distributing data, being more transparent, and controlling one’s credit story on these specific properties.

On the investor side, we heard that buyers of all sizes rely on digital channels to learn more about issuers, whether or not the issuers are intentionally sharing information. 

Investor information extends to all information that’s reasonably expected to reach investors, and Nixon’s Jade Turner-Bond shared her perspective that developing a disclosure process is just as important as the disclosure itself.

If issuers aren’t providing enough information to make an investor confident, they’ll look elsewhere and potentially find competing or negative information that’s outside of your control. 

The final take-away is that communicating with the market is a process, not an event, and it doesn’t stop at the POS. Many issuers across the country are already experiencing the benefits of more robust, timely, and regular disclosures.


2. Ongoing project updates will be crucial for ESG opportunities

For our second webinar, Issuer Disclosure Requirements for Selling ESG, Sustainable Bonds, we heard from Jenna Bryan-Krug of BlackRock, James McIntyre of New York State Homes & Community Development, and Liz Columbo of Nixon Peabody. This discussion was extremely timely as ESG continues to remain top of mind with bond investors as well as regulators like the SEC, and each market participant brought their own perspective. 

However, all the speakers agreed that issuers have generally focused more on the pre-sale process of demonstrating “green-ness” than on the post-issuance process. 

Developing a process to surface project updates for bond investors over the duration of your offerings is a great way to boost general disclosure and generate a positive sentiment around most issuers’ ESG disclosure.

James McIntyre outlined his process for developing direct relationships with investors. His program has benefited greatly by “following the money” to raise investor demand for his sustainable and social bond program issues, and he encouraged issuers to have more fluid, candid conversations with the buy-side.


3. Issuers should maintain processes to control their credit story

The third webinar focused on the evolving practice of voluntary disclosures to bond investors. David Erdman, State of Wisconsin, joined Anne Ross of the NFMA to unpack how voluntary disclosure evolved in 2020, spurred on by some key actions by the SEC after the onset of COVID-19. 

Early on in the COVID-19 emergency, the bond market’s primary activity ground to a halt and issuers were largely silent on the pandemic’s impact. This was very difficult for bond investors who were dealing with redemptions and needed to quickly decide which bonds to sell and which to hold. 

Later in the emergency, the use of voluntary disclosures by issuers accelerated. Julie Seymour of Nixon Peabody analyzed how this was likely driven by the encouragement of the SEC’s May 2020 joint statement. 

Investors welcomed any communications from issuers throughout the year, whether it involved new information or was simply an update to detail when they could expect more substantial disclosures.

From the buy-side perspective, it became clear that issuers with an existing investor relations program were able to easily provide continual updates to investors; those who did not have an IR website or investor communications process struggled. 

The key take-away: in an emergency, publicly available information about an issuer/organization can get ahead of a formal investor disclosure. Issuers should be aware of that persistent risk and have a process in place to communicate with the market to control the credit story.


Thanks again to everyone who was able to attend any of the sessions, and to all of our speakers who contributed their time and thoughts. 

You can find links to recordings of all these webinars here. We hope to see you at our future events. 


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