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Mark H. Vacha

Member

: Philadelphia
One Liberty Place
1650 Market Street
Suite 2800
Philadelphia, PA 19103
P: (215) 665-6975
TF: (800) 523-2900
F: (215) 665-2013

Mark H. Vacha

Mark has served as bond counsel, disclosure counsel, and underwriter’s counsel, handling municipal bond transactions involving cities, counties, state, and commonwealth level entities, industrial and economic development authorities, and nonprofit entities, including hospitals, universities, and museums. He also works as counsel in taxable bond transactions, debt restructurings, working capital financings, municipal securitizations, tax increment and special assessment district financings, and municipal derivative transactions.

Mark particularly focuses on matters related to disclosure and security law developments and served on the National Association of Bond Lawyers Securities Law Committee. He has spoken on developments in this area before the Council of Development Finance Agencies, the Pennsylvania Municipal Authorities Association, and the Government Finance Officers Association of Pennsylvania (GFOA) East Chapter. He also has presented webinars and podcasts on public finance, including developments in securities law and Chapter 9 of the Bankruptcy Code.

Mark received his undergraduate degree from Kenyon College. He earned his law degree from the University of Virginia School of Law.

Experience

Served as underwriter's counsel on new money/refunding revenue bond transactions for large universities in the Philadelphia area totaling more than $300 million.

Served as underwriter's counsel for a bi-state transportation issuer in a transaction in excess of $95 million.

Served as underwriter's counsel for a $23.7 million new money/refunding bond transaction for a behavioral health provider in the Philadelphia area.

Served as underwriter’s counsel for an approximately $60 million long-term working capital financing and debt restructuring for the School District of the City of Scranton. The general obligation bonds and notes received investment grade ratings based on a direct-pay state education aid intercept structure which involved an agreement among the School District, the paying agent bank, and certain commonwealth-level departments.

Served as underwriter’s counsel for The Reinvestment Fund, Inc.’s Impact Investment Bonds, Taxable Series 2017. The bonds received an investment grade rating and were one of the earliest entries into the bond markets by a certified Community Development Financial Institution. The proceeds of the bond issue are being used principally by Reinvestment Fund to finance loans to organizations and businesses to expand economic opportunity in low-wealth communities. Reinvestment Fund’s lending and community investment program supports projects with diverse community impacts such as education, food commerce, commercial enterprise, health care, housing, and community resources.

Served as co-disclosure counsel to The City of Philadelphia with respect to a $273.14 million bond offering that involved financing a portion of the ongoing capital plan for Philadelphia Gas Works. The transaction also included the permanent financing of other capital projects through the retirement of commercial paper, as well as the refunding of outstanding bonds to achieve debt service savings. The firm’s disclosure counsel work was informed by the regulatory knowledge of attorneys from the firm's Utility, Environmental & Energy Practice.

Served as bond counsel to the Philadelphia Authority for Industrial Development in connection with its issuance of $57 million of revenue bonds to benefit The Wistar Institute, an international leader in biomedical research.

Served as bond counsel to the Pennsylvania Turnpike Commission in connection with the commission's issuance of $140 million of variable rate turnpike revenue bonds.

Served as bond counsel in connection with the Commonwealth Financing Authority's issuance of $412 million of revenue bonds, Series A of 2018.

Served as co-bond counsel to the Philadelphia Authority for Industrial Development in connection with its issuance of $37 million in City Agreement Revenue Bonds to benefit the Philadelphia Museum of Art Energy Savings Program and City Agreement Revenue Refunding Bonds to refinance debt previously issued for the City of Philadelphia-One Benjamin Franklin Parkway Project.

Served as underwriter's counsel for Merrill Lynch, Pierce, Fenner & Smith Incorporated in connection with Montgomery County Higher Education and Health Authority's issuance of $540 million of Thomas Jefferson University Fixed Rate Revenue Bonds, Thomas Jefferson University Taxable Fixed Rate Revenue Bonds, and Thomas Jefferson University Variable Rate Revenue Bonds.

Publications

The SEC Adopts Rule 15c2-12 Amendments Regarding Material Financial Obligations: Some Initial Q&A [Public & Project Finance Alert]

August 27, 2018

Mark Vacha, Jon Ballan, and Suzanne Mayes discuss the two new categories of listed events that require continuing disclosure material event notice filings by issuers or obligated persons.

Cues Municipal Markets Can Take from Corporate DRIP Investing Programs [The Ledger]

July 12, 2017

Mark Vacha discusses potential DRIP benefits for municipal markets in The Ledger.

Municipal Bond Offering Disclosures After a Chapter 9 Filing—A Few Reflections on Orange County and the City of Detroit

December 23, 2016

Mark Vacha discusses the post Chapter 9 filing bond disclosures of Orange County, Calif., and the City of Detroit.

A Perspective on Crowdfunding in the Realm of Municipal Finance

October 01, 2016

Mark Vacha discusses crowdfunding in the Government Finance Officers Association of Pennsylvania’s The Ledger.

Can the Crowd Vote with Its Dollars in the Public Sector?

April 11, 2016

A view as to whether crowdfunding may have a place in municipal finance.

Is Cincinnati 10 Years Ahead in Addressing Public Sector Pension and OPEB Challenges?

February 12, 2016

In this podcast, Mark Vacha discusses: Is Cincinnati 10 Years Ahead in Addressing Public Sector Pension and OPEB Challenges? A Summary and Analysis of the 2015 Cincinnati Retirement System Multi-party Collaborative Settlement Agreement.

Pension Funding in New Jersey: Whose Problem is It?

October 20, 2015

In this podcast, Mark Vacha discusses: Pension Funding in New Jersey: Whose Problem is It? …The Political Branches: A Summary and Analysis of the New Jersey Supreme Court’s Ruling in Burgos v. State of New Jersey

The City of San Bernardino Proposed Bankruptcy Plan [Cozen O'Connor Podcast]

August 07, 2015

Mark Vacha, Public & Project Finance, summarizes and highlights some of the significant points of the City of San Bernardino's proposed plan for the adjustment of its debts (as proposed and filed on May 29, 2015 in bankruptcy court). Mark also discusses the public finance concern of how different types of bondholders, creditors and other stakeholders are treated and the take-aways from this case for general governmental credits.

A Fall (or Stumble) for Illinois Pension Reform [Cozen O'Connor Podcast]

July 22, 2015

In a summary analysis of the Illinois Supreme Court’s ruling invalidating Public Act 98-599, Mark Vacha (Public & Project Finance) summarizes and highlights some of the significant points of the Supreme Court of Illinois' decision filed on May 8, 2015 which struck down pension reform legislation for certain state level plans in Illinois.

Quarterly News From the Government Finance Officers Association of Pennsylvania - July 2015 [The Ledger]

July 01, 2015

Mark Vacha discusses how state and local government officials have enjoyed qualified immunity from civil liability and how this may be affected from recent municipal securities litigation in an article titled "Qualified Immunity Defense May Protect Municipal Officials from Securities Litigation by Private Investors But Not The Securities and Exchange Commission."

Bonds 101 [Pa. Township News]

November 01, 2014

Mark Vacha discusses bond requirements that can help your township communicate more effectively with counsel and enhance compliance after bonds to finance an upcoming project are issued.

SEC Regulatory Update: Final Municipal Advisor Rule: Considerations Related to Activities of Underwriters and Exemptions [Cozen O'Connor Podcast]

May 09, 2014

This podcast will address the U.S. Securities and Exchange Commission’s final municipal advisor rule issued in fall of 2013 with a particular focus upon their impact with respect to underwriters and the ability of underwriters to provide information and ideas for financings to issuers and obligated persons.

MSRB Regulatory Update: Proposed Municipal Advisor Rule G-42 (Winter 2014 Update) [Cozen O'Connor Podcast]

March 06, 2014

This podcast will provide an overview of the major provisions within the Municipal Securities Rulemaking Board’s proposed Rule G-42. Also highlighted are certain provisions that the MSRB is seeking comments upon.

The Securities and Exchange Commission Issues Municipal Advisor Final Rule [The Authority]

February 28, 2014

The Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank Act") was signed into law on July 21, 2010 in response to the financial crisis that occurred in 2008.

Quarterly News From the Government Finance Officers Association of Pennsylvania [The Ledger]

January 24, 2014

Mark Vacha discusses how November 5, 2013 marked the first time the Securities and Exchange Commission (the “SEC”) assessed a financial penalty against a municipal issuer. The SEC charged The Greater Wenatchee Regional Events Center Public Facilities District (the “District”), a municipal corporation located within Washington state, with misleading investors in an offering of bond anticipation notes (the “2008 BANs”) issued to finance an arena for ice hockey and other uses (the “Regional Center”).

SEC Enforcement Actions in Public Finance (Fall 2013 Update): Public Health Trust: A View Toward Disclosure in the Hospital Sector [Cozen O'Connor Podcast]

December 19, 2013

This podcast will focus on a recent SEC public finance enforcement action that concern misstatements made in an official statement with respect to municipal securities offered for a south Florida health care system.

SEC Enforcement Actions in Public Finance (Fall 2013 Update): Disclosing Continuing Disclosure History [Cozen O'Connor Podcast]

October 17, 2013

This podcast will focus on two recent inter-related SEC public finance enforcement actions that concern misstatements made in an official statement about an issuer’s continuing disclosure history.

Significant Restrictions on Local Government Debt and Swaps Introduced in the Pennsylvania General Assembly [Public Finance Alert]

September 06, 2013

Legislation (Senate Bills No. 901, 902, 903 and 904 (SB 901, SB 902, SB 903 and SB 904)) has been introduced in the Pennsylvania General Assembly that, if passed, in whole or in part, could significantly affect certain types of municipal finance transactions involving municipal authorities and other local governments.

SEC Enforcement Actions in Public Finance (Spring 2013 Update) [Cozen O'Connor Podcast]

July 03, 2013

This podcast will focus on two recent SEC public finance enforcement actions that reflect a common theme - issuers are liable under the securities laws for material misstatements or omissions made outside of an official statement or other offering document.

Recent Municipal Securities Rulemaking Board Developments [Cozen O'Connor Podcast]

November 01, 2012

This Podcast will review select highlights from the Municipal Securities Rulemaking Board from 2012. Throughout this Podcast we will refer to the Municipal Securities Rulemaking Board as the “MSRB”. Discussion is intended to put these developments into the context of the MSRB’s larger mission and goals. This Podcast is intended for issuers, borrowers and other market professionals.

SEC Recommends Major Changes in Municipal Securities Market [Public & Project Finance Alert]

October 01, 2012

SEC Recommends Major Changes in Municipal Securities Market - Public & Project Finance Alert - The Securities and Exchange Commission (the SEC) on July 31, 2012 issued a comprehensive report with recommendations to improve the municipal securities market and enhance disclosure provided to investors.

Summer 2012 [Business Law Observer]

July 01, 2012

This issue of the Business Law Observer covers several areas of business activity, anticipating problems, and how to deal with them before they become insurmountable, including: Venture Capital, Intellectual Property, Governmental Risks, China Practice and Public and Project Finance.

Public Finance: A Survey of Recent Developments [The Authority: Pennsylvania Municipal Authorities Association]

June 01, 2012

Public Finance: A Survey of Recent Developments - The Authority: Pennsylvania Municipal Authorities Association - Over the last year and several recent months various regulatory and other developments have occurred with respect to the municipal bond markets and municipal finance. The purpose of this article is to briefly highlight a number of these developments and point out certain related issues. This is not intended to be exhaustive. Pursuant to the Dodd-Frank financial reform legislation ("Dodd-Frank"), the SEC conducted field hearings on the municipal markets in 2010 and 2011. SEC Commissioner

Recent SEC Enforcement/Investigation Developments in Public Finance [Cozen O'Connor Podcast]

May 08, 2012

Recent SEC Enforcement/Investigation Developments in Public Finance - Cozen O'Connor Podcast - Click on the link to listen to the podcast.

It’s the Issuer’s Prerogative MSRB Proposes Rule Amendments for Retail Order Periods for Bond Offerings [Government Finance Officers Association of Pennsylvania Newsletter]

April 01, 2012

It’s the Issuer’s Prerogative MSRB Proposes Rule Amendments for Retail Order Periods for Bond Offerings - Government Finance Officers Association of Pennsylvania Newsletter - For various types of municipal bonds or notes that are publicly offered, the marketing process may often involve a retail order period that is for a day or so prior to pricing the bonds with institutional investors. Retail order periods are meant to gain access to individual investors who typically purchase bonds in smaller lots than institutional investors. A significant percentage of municipal securities is held by individual...

Public Pension Disclosure — Recent Developments and Emerging Ideas About Best Practices [Cozen O'Connor Podcast]

December 16, 2011

Public Pension Disclosure — Recent Developments and Emerging Ideas About Best Practices - Cozen O'Connor Podcast - Click on a link below to listen to the segment.

GFOA of PA - Eastern Chapter Meeting	West Chester, PA	02/15/2018
Recent Tax and Securities Law Developments	Richmond, VA	04/28/2017
Bond Financings: Recent Developments in Securities and Tax Law Enforcements	Pittsburgh, PA	08/28/2016
PSATS' 93rd Annual Educational Conference and Trade Show	Hershey, PA	04/19/2015
Bond Financings: An Introduction to the Basics of Federal Tax and Securities for Issuing Bonds (Webinar)	Webinar	08/13/2014
2014 PMAA Board Member Training	Allentown, PA	03/13/2014
Pennsylvania Municipal Authorities Association's 71st Annual Conference & Trade Show	State College, PA	08/25/2013
GFOA Public Finance and Debt Update	Plymouth Meeting, PA	02/08/2013
70th Annual PMAA Conference and Trade Show Solicitor Day	Hershey, PA	08/27/2012
An Introduction to Chapter 9 of the Bankruptcy Code	Webinar	06/05/2012
Securities Law Developments in Public Finance	Webinar	02/16/2012

Practice Areas

Public & Project Finance

Nonprofit & Tax-Exempt Organizations

Education

University of Virginia School of Law, J.D., 1996
Kenyon College, A.B., 1992

Bar Admissions

New York
Pennsylvania
Virginia

Affiliations

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