The initial disclosure filing deadline imposed last year by the Securities and Exchange Commission that affects securitizers of asset-backed securities (ABS), including certain municipal securitizers (i.e. state and local governmental entities issuing single-family housing bonds, student loan bonds, or similarly structured debt) is, in some cases, as soon as next week.

For the three years ended December 31, 2011, the initial disclosure for securitizers must be filed through EDGAR by February 14, 2012. The initial disclosure for municipal securitizers for the three years ending December 31, 2014, is required to be filed through EMMA by February 14, 2015. However, municipal securitizers should begin record keeping as of January 1, 2012, of demand, repurchase, and replacement activity of assets in their securitization pools to enable them to make their initial filing.

The disclosure rules as authorized by Section 943 of the Dodd-Frank Wall Street Reform and Consumer Protection Act require (i) securitizers of ABS to disclose fulfilled and unfulfilled repurchase requests of securitized assets that are subject to a demand for repurchase or replacement during the reporting period, and (ii) nationally recognized statistical rating organizations (NRSROs) to include information regarding the representation, warranties, and enforcement mechanisms available to investors in an ABS offering in any report accompanying a credit rating issued in connection with such ABS offering.

The new disclosure requirements for securitizers apply only if the documents underlying the ABS transaction contain a covenant to repurchase or replace an asset because of a breach of representation or warranty related to such assets. Further, while many municipal bond issuers are not likely to be subject to the new rules, issuers of single-family housing bonds, student loan bonds, and certain other similarly structured bonds may need to comply. Click here for an article offering a more complete discussion of the rules and copies of the forms used to comply.

For more information, please contact P. Andrew Spicknall at 202.661.2268 or spicknallp@ballardspahr.com; or any other member of Ballard Spahr’s Public Finance Group.


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