4.2.2.1.1. SEC Rule 15c2-12: Disclosure Documents
The official statement provides details of the new bond issue and the financial characteristics of the issuer. It must be prepared prior to pricing the issue and kept current until the end of the underwriting period.
The continuing disclosure agreement commits the issuer to provide the MSRB with audited annual financial statements throughout the life of the bonds. It also commits issuers to notify the MSRB within 10 business days of the occurrence of certain material events, such as:
• Principal and interest payment delinquencies
• Defaults
• Rating changes
• Adverse tax opinions that affect the tax-exempt status of the bonds
• Modifications to bondholders’ rights
• Tender offers
Rule 15c2-12 requires that underwriters receive the final official statement from the issuer within seven business days after a bond purchase agreement or its equivalent has bee