MSRB NOTICE 2009-22 (MAY 22, 2009)

MSRB RECEIVES APPROVAL TO LAUNCH PRIMARY MARKET DISCLOSURE SERVICE OF MSRB'S ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA) SYSTEM FOR ELECTRONIC DISSEMINATION OF OFFICIAL STATEMENTS

The Municipal Securities Rulemaking Board (the “MSRB”) has received approval from the Securities and Exchange Commission (the “Commission”) to implement an electronic system for free public access to, among other things, primary market disclosure documents for the municipal securities market through the MSRB’s Electronic Municipal Market Access (“EMMA”) system effective June 1, 2009.[1]

The Commission’s approval permits the MSRB to provide an electronic system for free public access to primary market disclosure documents and transaction price information for the municipal securities market through EMMA. The approved rule change:

  • establishes EMMA’s permanent primary market disclosure service for electronic submission and public availability on EMMA’s Internet portal (the “EMMA portal”) of official statements, advance refunding documents and related primary market documents and information;
  • establishes EMMA’s permanent transparency service making municipal securities transaction price data publicly available on the EMMA portal;
  • establishes a real-time subscription to the primary market document collection on EMMA;
  • terminates the existing pilot EMMA facility of the Municipal Securities Information Library (MSIL) system and suspend submissions of official statements, advance refunding documents and Forms G-36(OS) and G-36(ARD) to the MSIL system; and
  • amends and consolidates current MSRB Rules G-32 and G-36 into new MSRB Rule G-32 on disclosures in connection with primary offerings, replaces current Forms G-36(OS) and G-36(ARD) with new Form G-32, provides transitional submission requirements, and amends certain related recordkeeping requirements, to establish a new standard for electronic official statement dissemination in the municipal securities market.

TRANSITION TO EMMA SUBMISSION SYSTEM AND EARLY TERMINATION OF EXISTING e-OS SUBMISSION SYSTEM

The primary market disclosure service of EMMA will be implemented effective June 1, 2009. Beginning today, May 22, 2009, underwriters will be permitted to delay submissions of official statements and other primary market documents otherwise required to be submitted to the MSRB via the existing MSIL system until the launch of the permanent EMMA system on June 1, 2009. Specifically, pursuant to revised Rule G-32(e):

  • any submission to the MSRB of an official statement, advance refunding document or amendment thereto under current Rule G-36 becoming due between today and the launch of the permanent EMMA system may be held by the underwriter for submission to EMMA on or prior to June 2, 2009;
  • the MSRB may require an underwriter that sends a document in paper form to the MSRB after today that is received by the MSRB on or after June 1, 2009 to resubmit such document electronically through EMMA; and
  • any paper submissions sent on or after June 1, 2009 will be rejected and would require a resubmission electronically through EMMA.

In addition, in connection with the transition of MSRB systems from the existingelectronic submission process known as the e-OS System to the EMMA submission system for the June 1, 2009 launch date, the e-OS System will be discontinued and become unavailable for electronic submissions beginning at noon Eastern time on Wednesday, May 27, 2009.  Underwriters are urged to hold any submissions required under Rule G-36 that cannot be made prior to the e-OS System shut down until the launch of the EMMA submission system on June 1, 2009, as permitted under the transition provisions of revised Rule G-32(e).

SUBSCRIPTION TO PRIMARY MARKET DISCLOSURE SERVICE OF EMMA

The Commission’s approval allows the MSRB to make available a real-time data stream subscription to the primary market document collection on the primary market disclosure service of EMMA for an annual fee of $20,000. Subscriptions will be provided through computer-to-computer data streams that utilize XML files for data and portable document format (PDF) files for documents. The primary market disclosure subscription service will make available, to all subscribers, all primary market disclosure documents and related information provided by submitters though the EMMA submission process.

The MSRB will soon provide specific information on how to subscribe to the primary market disclosure service of EMMA along with the subscription agreement between the MSRB and potential subscribers to the primary market disclosure service. Additional information regarding the subscription service can be found at http://www.msrb.org/msrb1/SubscriptionSvcs/default.asp.

Questions about this notice and the EMMA launch may be directed to Leslie Carey, Associate General Counsel or Margaret C. Henry, Associate General Counsel or Ernesto A. Lanza, General Counsel.

May 22, 2009