Public Finance

McKennon Shelton & Henn LLP has a nationally recognized municipal law and finance practice. Our firm has substantial experience in virtually all types of public finance transactions. The attorneys at MS&H have devoted more than 30 years to the representation of state agencies and authorities, political subdivisions and other public bodies, nonprofit organizations, investment banking firms and others in connection with municipal finance transactions. Our firm handles all aspects of tax-exempt and taxable municipal financings including municipal law, securities law and federal income taxation, as well as providing advice in connection with ongoing legal compliance related to bond issues.

Formed in 2002 by the core partners of the public finance department of what is now DLA Piper, McKennon Shelton and Henn is a pre-eminent public finance practice in Maryland. For over a decade, the firm has been ranked as the top bond counsel firm in the State of Maryland by dollar volume of bond issuance as reported by The Bond Buyer. In 2014, MS&H ranked fourth nationally in competitive bond issues as reported by The Bond Buyer, having served as bond counsel in connection with approximately $3 billion of long-term bond issues.

In addition to Maryland transactions, our firm handles tax-exempt financings outside of the State, having participated as bond counsel, or in various other capacities, in transactions that span over 20 states and the District of Columbia.

Our attorneys have participated in hundreds of bond issues totaling approximately $13 billion in principal amount. Our experience in tax-exempt and taxable public financing is unparalleled. Over the last five years, the attorneys at MS&H have served as bond counsel to the State of Maryland, two State agencies, five State authorities and instrumentalities, two bi-county commissions, eleven Maryland counties and numerous Maryland municipalities.

We are unrivaled in experience in the State of Maryland as bond counsel to governmental clients, having negotiated and executed competitive public offerings of general obligations bonds, water and sewer, parking and other revenue bond issues, public-private partnership financings, commercial paper programs, direct placements with banks and other institutional lenders, master lease programs, qualified school construction bonds, qualified zone academy bonds (QZABs), tax and grant anticipation note issues, sports facilities financings, airport and other transportation project financings, subject to appropriation financings, swaps and other municipal derivative transactions, economic development programs and new market and historic tax credits.

The sheer volume of bond issues in which our attorneys have participated allows our firm to handle routine financings on an efficient and cost-effective basis, while the complexity and variety of the issues presented have provided the experience necessary to enable our attorneys to respond effectively to more difficult questions arising in the course of innovative and unusual financings.

Transactions in which we have served as bond counsel or otherwise provided legal services include: 

Hospital, retirement center and other long-term care issues
Financings for universities, colleges and independent schools
Qualified zone academy bonds (QZABs)
Qualified school construction bonds and, qualified energy conservation bonds, and other tax advantaged bonds
Tax increment and special assessment bonds
General obligation bonds
Water and sewer and parking revenue bonds
Master lease programs
Tax and grant anticipation notes
Airport and other transportation project financings
Sports facility, solid waste, port facilities, pollution control and other exempt facility financings
Housing bonds
Industrial and economic development revenue bonds, including recovery zone economic development bonds
Privatization of municipal facilities
Securitizations of municipal securities

MS&H provides a full range of services in connection with all aspects of municipal financing to market participants.  In addition to routine services provided in connection with bond issuance, firm lawyers have provided the following services in specific transactions in which we have been engaged, without the need for participants to retain additional counsel:

• Drafting legislation, charter amendments and regulations
• Creation and implementation of loan programs, including pooled financings
• Analysis of limitations on investments, preparation of RFPs for guaranteed investment contracts, yield-restricted portfolios and other investments and review of contracts to assure legal compliance and favorable terms and conditions
• Assistance in the structuring of defeasance escrows, including analysis of optimal escrow structure, preparation of RFPs for government securities, float agreements and options and negotiation of agreements
• Review and negotiation of hedge agreements, including interest rate swaps, rate locks, debt service locks, basis swaps and other derivative arrangements
• Services in connection with the privatization of public utilities, including development of requirements as to vendor qualifications, preparation of RFPs and negotiation of service contracts to assure legal compliance and protection of the public interest
• Representation of issuers, lenders and institutional investors in connection with bankruptcies and work-outs involving municipal securities
• Advice in the structuring of capital campaigns of nonprofit institutions to maximize flexibility consistent with federal arbitrage regulations
• Advice in connection with required issuer and borrower continuing disclosure filings under Securities and Exchange Commission Rule 15c2-12