Bond and Tax Counsel Statement of QualificationsSUBMISSION DEADLINE: MAY 20, 2024
BOND AND TAX
COUNSEL
STATEMENT OF
QUALIFICATIONS
Prepared for City of Kalispell
Benjamin W. Johnson
johnsonbw@ballardspahr.com
(612)371-6223
BaH rd
spt-11»-
Ballard Spalur
80 South 8th Street. 2000 IDS
Center
Minneapolis. MN 55402-2119
www.ballardspahr.com
3.2 COVER LETTER
May 17, 2024
One ITiTi. =-01-
City Attorney
City Clerk's Office, City of Kalispell
201 First Avenue East
Kalispell, Montana 59903
Re: Bond/Tax Counsel Services Request for Qualifications
Dear Ms. Preble:
Benjamin W. Johnson
Tel: (612) 371-6223
Fax: (612) 371-3207
johnsonbw@ballardspahr.com
Ballard Spahr LLP (Ballard Spahr) is pleased to submit our statement of qualifications in response to the City of
Kalispell's (City) Request for Qualifications (RFQ) for Bond/Tax Counsel Services. Ballard Spahr is a recognized
industry leader as bond/tax counsel nationally and has almost 70 year history serving in this role to hundreds of
local units of government, including those in Montana. We serve as bond/tax counsel to a range of local
government units from the City of Philadelphia to towns in Minnesota to cities in Montana and improvement
districts in Colorado and Utah.
We have very much appreciated our longstanding and successful relationship with the City, having served as
bond counsel since 2006. We understand the City's priorities and policies and look forward to building upon this
work as the City meets the economic and infrastructure financing needs of the community and helps to serve the
residents of the Flathead Valley.
Our experience is drawn from representing not only the City but other local government issuers in the State of
Montana including the cities of Missoula, Helena, Livingston, and Shelby and the municipal airport authorities in
Kalispell, Missoula, and Great Falls. Our work is informed more broadly by our national experience which
provides us insight to the best practices around the country.
My contact information is: 80 South 8th Street, 2000 IDS Center, Minneapolis, MN 55402-2119
P: 612.371.6223 1 F: 612.371.3207 1 johnsonbw(a_)ballardspahr.com.
We prepared our proposal as best we could to succinctly meet the requirements. We would be happy to
reorganize our response should it not comply with the City's needs. Please do not hesitate to contact me should
you have questions about our proposal. We look forward to the opportunity to continue to serve the City as
Bond/Tax Counsel.
Sincerely,
J
Benjamin W. Johnson, Partner
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
TABLE OF CONTENTS
3.2 COVER LETTER................................................................................................................2
3.3 QUALIFIER'S MINIMUM REQUIREMENTS......................................................................4
3.4 QUALIFICATIONS CRITERIA...........................................................................................4
1. General Company Information.......................................................................................4
2. Qualifier's Experience and Qualifications and Deliverables........................................5
3. Attorney Details.............................................................................................................10
4. City Meeting Attendance...............................................................................................10
5. Tax Guidance.................................................................................................................11
6. Engagement Team Resumes........................................................................................11
7. Montana Experience......................................................................................................11
8. Approach to Service......................................................................................................11
9. References.....................................................................................................................14
APPENDIX A: ATTORNEY PROFILES.................................................................................15
APPENDIX B: TRANSACTION LIST.....................................................................................28
Minnesota Transactions...................................................................................................28
Other State Transactions..................................................................................................33
BALLARD SPAHR LLP ; Bond and Tax Counsel Statement of Ouaiifioations
3.3 QUALIFIER'S MINIMUM REQUIREMENTS
Benjamin Johnson has been serving as counsel to municipal bond issuer's in Montana since 2003 and for the
City since 2006. Ben has extensive experience with respect to Montana law on the issuance of municipal bonds
and notes and has worked with local government units throughout Montana. Ben has been licensed to practice
in Montana since 2001. Ballard Spahr has been listed continuously as a nationally recognized bond counsel firm
in The Bond Buyer's Municipal Marketplace (the Red Book) since 1958. We routinely rank in the top 10 bond
counsel firms nationally and for the first quarter of 2024 we were ranked number nine nationally serving as bond
counsel on $2,546.8 billion in principal amount of tax-exempt bond issuances.
5-Year Table of National Ballard Spahr Bond Counsel Issuances
2023
78
$4.3 billion
2022
99
$6.6 billion
2021
138
$9.2 billion
2020
118
$9 billion
2019
76
$6 billion
3.4 QUALIFICATIONS CRITERIA
1. GENERAL COMPANY INFORMATION
A. CONTACT INFORMATION
Ben Johnson will lead our team. His contact information is: Benjamin Johnson, Partner 12000 IDS Center 80
South 8th Street, Minneapolis, MN 55402-2119 1 Phone: 612.371.6223 1 Email: johnsonbw@ballardspahr.com
B. TYPE OF ORGANIZATION
Ballard Spahr is a limited liability partnership.
C. LEAD ATTORNEY LENGTH OF LICENSURE AND FIRM ESTABLISHED DATE
Ben Johnson became licensed in Montana in 2001 and in Minnesota in 2000. Ballard Spahr was founded in
1885 and the firm became a limited liability partnership in 1998.
D. FEDERAL EMPLOYEE IDENTIFICATION NUMBER
23-0382195
E. COVER LETTER
Please see above.
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
F. SOQ SUBMISSION
We are submitting qualifications to serve as both bond and tax counsel. As previously mentioned, we prepared
our proposal as best we could to succinctly meet the requirements. We would be happy to reorganize our
response should it not comply with the City's needs.
2. QUALIFIER'S EXPERIENCE AND QUALIFICATIONS AND DELIVERABLES
A. DEMONSTRATED EXPERIENCE
After serving as counsel in billions of dollars of financings, we
understand how to achieve our clients' financial
Local governments, such as the City of Kalispell, and their authorities
across the country rely on our firm's ability to structure innovative
financing plans to promote economic growth, improve critical
infrastructure, provide necessary and sustainable public services, and
effectively deliver needed capital from markets and lenders.
We have been listed as a nationally recognized bond counsel firm in The Bond Buyer's Municipal Marketplace
(the "Red Book") since 1958. Our attorneys have participated in the issuance of more than $1 trillion in tax-
exempt obligations in all 50 states, the District of Columbia, and American territories. U.S. News and World
Report ranks our Public Finance practice in the highest tier nationally.
Our attorneys have represented clients nationwide in all forms of governmental and private activity bonds,
including general obligation, municipal revenue (water, wastewater, and other special revenue), special
assessment (special improvement district), and tax increment bonds, as well as tax, revenue, grant and bond
anticipation notes, tax credit bonds, in lease -purchase and installment purchase obligations. We are
well -versed in the rules created under the Inflation Reduction Act and help clients navigate and utilize the
available tax credits.
We have been involved in tax-exempt and taxable primary market financings, new money issues, all forms of
refinancing (including current refundings, tenders, advance refundings, cross -over refundings, conversions from
variable to fixed rates of interest, and tender offers for outstanding obligations), conduit financings and
financings involving nearly every form of credit enhancement and liquidity support. In addition, we have been
involved in both tax-exempt and taxable secondary market financings, such as tender option bond programs.
In addition to Ballard Spahr's collective reputation, many of our individual attorneys are also nationally
recognized leaders in the area of public finance. Members of our Public Finance Practice Group are consistently
ranked in business and legal publications as being among the top attorneys on tax and securities issues relating
to public finance. They are active members of the National Association of Bond Lawyers (NABL), and several of
them hold key leadership positions on NABL's Board of Directors, standing committees and task forces, and are
members of the American College of Bond Counsel (ACBC) — Ben Johnson is an ACBC Fellow.
Municipal Securities Regulation and Enforcement. Our Municipal Securities and Enforcement Group has a
significant national presence and provides legal advice to issuers, borrowers, investment banking firms, and
lenders in a broad range of public offerings, private placements, and direct purchases of municipal securities.
Several lawyers in the firm's Securities Group have served as staff members at the U.S. Securities and
Exchange Commission (SEC), gaining invaluable experience and providing a unique perspective in guiding our
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
clients through the regulatory requirements and exemptions of federal and state securities laws. Ballard Spahr's
public finance lawyers also have chaired and are active in NABL's standing Securities Law Committee, and they
have actively participated in a number of NABL's ad hoc Securities Law subcommittees and task forces,
including the committee tasked with drafting the SEC's secondary market disclosure rules.
Some of our recent experience includes advising our clients on new developments in the municipal market
disclosures, such as:
• environment, social responsibility and governance (ESG) factors and governmental practices;
• disclosure standards for pension funds;
• municipal risk factors, legal remedies, bond security disclosure;
• compliance with secondary market disclosure; and
• disclosure issues surrounding tax rules, exemptions, and compliance.
Tax Practice. Attorneys in our Tax Group have analyzed and structured almost every type of municipal bond
transaction. Our Tax Group has extensive experience with a wide range of innovative financing structures and
techniques currently used in bond transactions, including advising on alternatives to tax-exempt advance
refundings of tax-exempt bonds, in light of changes to the Internal Revenue Code, including taxable advance
refundings, reissuances, forward -delivery structures and "Cinderella" bonds. We also provide a full range of
counseling on the tax issues arising from tax-exempt debt, including private business use, rebate questions and
advice on tax audits of debt issues. Additionally, we enable projects to benefit from a wide variety of tax
incentives, including tax-exempt bonds, Clean Renewable Energy Bonds, Low Income Housing Tax Credits, and
renewable energy production tax credits, including the tax credits for solar and wind projects, clean fuel
production projects, and clean hydrogen production projects provided by the Inflation Reduction Act.
Our Tax Group includes attorneys who devote all of their practice to the federal tax law aspects of public finance
transactions, including rules related to arbitrage and private use. Proposed team members Marybeth Orsini and
Charlie Henck have held positions at the Internal Revenue Service (IRS) Office of Chief Counsel, providing the
Tax Group with a unique perspective on legislation and regulations. In large part due to the innovative, problem
solving orientation of this team, Ballard Spahr has developed a national reputation in the field of municipal bond
tax law, including tax controversies arising in connection with IRS audits of tax-exempt financings. The firm's Tax
Group routinely represents issuers and borrowers on IRS audits of tax -favored bond. The audits have covered
financings for airports, solid waste disposal facilities, local furnishing and gas facilities, governmental bonds and
section 501(c)(3) entities. We also counsel clients through the appeals process, as necessary. We also assist
clients with refund claims; requests for IRS national office rulings technical advice; and matters pertaining to
collection, levy, payment, and compliance.
Members of our Tax Group have served as leaders of national organizations. Marybeth Orsini is currently
serving on the Board of Directors for NABL and previously served as the Chair for NABL's The Institute 2022, an
annual conference for experienced public finance and tax practitioners, and has served on the NABL Steering
Committee for The Workshop (formerly, Bond Attorneys' Workshop). Charlie Henck previously served on the
NABL Board of Directors, as Chair of the Bond Attorneys Workshop, and as Secretary and a member of the
Board of Directors of the American College of Bond Counsel. Recently, Charlie served as Chair of a working
group of the NABL's Tax Law Committee that drafted comments about the implementation of various bond
related aspects of the Inflation Reduction Act. Additionally, both Charlie and Marybeth has been a frequent
speaker at conferences hosted by NABL and the American Bar Association.
BALLARD SPAHR. LLR Bond and 'fax 0—ounsei Statement of Qualifications
Proposed Team. As previously mentioned, our team will be led by Ben Johnson, who has decades of
experience serving as bond counsel to issuer's in Montana and throughout the country. He will be joined by
Marybeth Orsini and Charlie Henck to provide tax guidance. Ben, Marybeth, and Charlie will be supported by
associates Megan McCarthy and Andrew Wang and paralegals Leslie Lundeen and Barbara Skaar.
Highlights of our team's qualifications are below with full attorney bios available in Appendix A.
1100� Benjamin W. Johnson I Partner
Ben co -leads the firm's Public Finance Group. Ben has been serving as bond
counsel to Montana municipalities since 2003 and the City since 2006. He is
an experienced municipal finance attorney who serves as bond counsel,
underwriter's counsel, lender's counsel, and trustee's counsel in all types of
municipal bond financings. He works as a trusted business partner to clients, who
value his candor and salient analysis of the important business and financial
matters they bring to him.
Ben provides advice on revenue bonds, general obligation bonds, and other public
finance matters. He focuses on complex conduit revenue bond financing involving
charter schools, nonprofits, senior living providers, affordable housing developers,
and health care providers. Ben has handled matters in more than 20 states. Ben is
a member of the National Association of Bond Lawyers and the American College
of Bond Counsel which is a select group of bond lawyers chosen and nominated
by their peers as leaders in the industry.
Marybeth Orsini I Partner
Marybeth focuses on federal tax law with an emphasis on tax-exempt bonds and
tax credit bonds. She has served as tax counsel, bond counsel, and borrower's
counsel for tax-exempt bond financings undertaken by state and local issuers
around the country. She handles financings for a variety of governmental projects,
including special districts and tax increment financings, and privately -owned
projects, including multifamily housing, solid waste disposal, manufacturing, and
facilities for not -for -profit entities in the health care and education sectors.
Marybeth has served as an attorney in the tax-exempt bond branch at the IRS
Office of Associate Chief Counsel (Financial Institutions and Products), where she
drafted published guidance, private letter rulings, and technical advice. She also
served as the Chief Counsel's representative to the Tax -Exempt Bond Focus
Group, providing assistance to IRS agents during audits of tax -favored bonds.
Charlie S. Henck I Senior Counsel
Charlie counsels clients on the tax attributes related to a variety of capital
infrastructure projects, including a range of tax credits, energy credits, and
Treasury grants. Charlie regularly advises on municipal and corporate financing for
utility, industrial, and infrastructure facilities. He has served as bond counsel,
underwriter's counsel, special tax counsel, and company counsel in revenue bond,
private activity bond, general obligation bond, and leveraged lease financings.
Charlie has extensive experience in the issuance and restructuring of project and
revenue -based tax-exempt financings for solid waste disposal and resource
recovery facilities. He also has been involved as counsel to the borrower and the
issuer in a number of IRS audits of bonds issued to finance utility, industrial, and
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
infrastructure facilities, and is a frequent lecturer and panelist in national
conferences on federal tax matters relating to financings of these facilities.
Before joining Ballard Spahr, Charlie was an attorney in the Office of Chief
Counsel of the IRS.
Megan McCarthy I Associate
Megan serves as counsel to investment banking firms and investors,
municipalities, issuers, and trustees in all types of public finance transactions,
with an emphasis on high -yield municipal securities.
Megan focuses her practice on charter school, essential housing, and various
project finance transactions serving as underwriter's counsel, purchaser's counsel,
or bond counsel. Megan has experience representing and advising clients on
bankruptcy and other debt solutions.
Andrew T. Wang I Associate
Andrew helps clients navigate tax issues as a member of our Public Finance
Group. Prior to joining Ballard Spahr, he held an in-house counsel role at a global
professional services firm. There, he focused on mergers and acquisitions tax
matters, conducting domestic and cross -border tax due diligence and tax
structuring for private equity and strategic clients.
Leslie Lundeen I Paralegal
Ballardassisting
Leslie works closely with our public finance attorneys, and has experience
in the preparation of bond documents and underwriting documents,
Spahrcomplex
review of due diligence materials, review of title work, and closing a variety of
financing transactions. She joined the firm in 2019 and has over 20 years
1.1,11
of experience in public finance.
Barbara Skaar I Paralegal
Ballardassisting
Barbara works closely with our public finance attorneys, and has experience
with the preparation of documents, the review of due diligence material,
Sfinancings
and the coordination of documentation, closings for a wide variety of complex
and the preparation of offering documents. She joined the firm in 2019
p
and has over 25 years' experience in public finance.
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
B. GOVERNMENTAL AGENCY PAST PERFORMANCE
In the past five years, Ballard Spahr has participated in 1,100 bond issuances totaling more than $110 billion
issued by states, counties, cities, towns and governmental agencies and authorities around the country. Drawing
upon this wealth of experience, we quickly identify tax implications related to finance structures, appropriate
disclosure policies, and overall risks to ensuring a successful transaction close. We work collaboratively with our
clients to effectively meet their needs. Our service quality is reflected not only in the volume of work and the
lengthy client relationships we have but also our Chambers USA ranking of Leading National Practice, Highest
Tier, Public Finance, 2023.
C. LIST OF CONTRACTS
We have served as bond counsel in hundreds of transactions over the last five years. Please see Appendix B
for a list of transactions, both in Montana and around the country.
D. LEAD INDIVIDUAL
Benjamin Johnson joined Ballard Spahr in January 2019 and in that time has participated in more than 400
financings totaling more than $6 billion — 25 of those financings have been for issuers in Montana including
Sewerage System Revenue Bond Series 2024B, Water System Revenue Bonds Series 2023C, Sewerage
System Revenue Bond Series 2023 A &B, Sewerage System Revenue Bond Series 2021 A for the City. Please
also see Ben's qualifications under A. Demonstrated Experience and Appendix A.
E. ENGAGEMENT TEAM
Marybeth Orsini (Partner) joined the firm in October of 2019 and in that time has participated in more than 150
financings totaling more than $11 billion.
Charlie Henck (Senior Counsel) joined the firm in March of 1980 and since 1989 participated in more than 200
financings totaling more than $18.7 billion.
Megan McCarthy (Associate) joined the firm in February of 2021 and in that time has participated in more than
50 financings totaling more than $2 billion.
Andrew Wang (Associate) joined the firm in November of 2021 and in that time has participated in more than 25
financings totaling more than $4.3 billion.
Leslie Lundeen (Paralegal) joined the firm in January of 2019 and in that time has participated in more than 140
financings totaling more than $2.7 billion — 15 of these financings have been for issuers in Montana, including
Sewerage System Revenue Bond Series 2024B, Water System Revenue Bonds Series 2023C, Sewerage
System Revenue Bond Series 2023 A &B, Sewerage System Revenue Bond Series 2021A for the City.
Barbara Skaar (Paralegal) joined the firm in January of 2019 and in that time has participated in more than 125
financings totaling more than $3 billion — 9 of these financings have been for issuers in Montana, including
assistance with Immanuel Lutheran disclosure and documentation review for the City.
Please see our team's qualifications under A. Demonstrated Experience and full attorney profiles under
Appendix A.
BALLARD SPAHR LLP j Bond. and Tax Counsel Statement of Qualifications
3. ATTORNEY DETAILS
A. MONTANA BAR ADMISSION
As previously mentioned, Ben Johnson, who will serve as lead bond counsel for the City, became licensed in
Montana in 2001.
B. EXPERIENCE REPRESENTING MUNICIPALITIES
Our firm represents municipal issuers around the country as well as underwriters and lenders in municipal bond
issuers. Below is just a highlight of our team's experience within the last five years in this regard. For a list of
relevant transactions please see Appendix B.
In addition to the Montana issuers included under 7. Montana Experience, Ben Johnson's bond counsel
representations include the City of Saint Paul, including the Port Authority and the Housing & Redevelopment
Authority, and the City of Nicollet, MN. He has also served as underwriter's counsel in financings by the following
city issuers: Colby, KS; Conyers, GA; Fridley, Ramsey, Sartell, Bethel, St. Cloud, and Minneapolis, MN;
Williston, Horace, Mayville, and West Fargo, ND; and Sidney, NE.
Marybeth Orsini has served as bond counsel for the cities of Saint Paul, including the Port Authority,
Philadelphia, and Dover, DE. She has participated in financings for the Arizona Board of Regents, City and
County of Denver, a variety of Metropolitan Districts in CO, Colorado Educational and Cultural Facilities
Authority, Pennsylvania Housing Finance Agency, and Maryland Economic Development Corporation.
Charlie Henck has served as bond counsel for the cities of Las Vegas, Wichita, KS, Warren, AR, Bedford Park,
IL, Taunton MA, and Grand Junction, CO. He has participated in financings for California Community Choice
Financing Authority, Maryland Economic Development Corporation, Montgomery County Industrial Development
Authority, PA, and Pennsylvania Economic Development Authority.
Megan McCarthy has served as bond counsel for the City of Saint Paul, including the Housing &
Redevelopment Authority, Arizona Board of Regents, and several Metropolitan Districts in CO. She has also
served as underwriter's counsel to Montana Facility Finance Authority, Fridley, Ramsey, Bethel, and
Minneapolis, MN; Horace and Dickinson, ND; and the Industrial Development Authority of the County of
Maricopa, Arizona Industrial Development Authority and Glendale, AZ.
Andrew Wang has served as bond counsel for the City of Saint Paul and the Port Authority of the City of
Saint Paul, MN, The Delaware Economic Development Authority, California Community Choice Financing
Authority, Colorado Educational and Cultural Facilities Authority, and Pennsylvania Housing Finance
Agency. He has participated in financings for Arizona Industrial Development Authority and Philadelphia
Redevelopment Authority.
C. TIME WITH BALLARD SPAHR
Please see E. Engagement Team above for the years in which our team members have been with
Ballard Spahr.
4. CITY MEETING ATTENDANCE
Ben Johnson will appear at required City meetings and other team members as determined appropriate.
BALL,ARD SPAHR. LLD Bona a -,a Tax Counsel S:aterent of Quab icat!ons 0
5. TAX GUIDANCE
As previously mentioned, Marybeth Orsini, Charlie Henck, and/or Andrew Wang will provide tax analysis and
advice. They have provided tax guidance for tax-exempt bond financings undertaken by state and local issuers
throughout the nation. Their qualifications can be found under 2. Qualifier's Experience and Qualifications
and Deliverables, Tax Practice, A. Demonstrated Experience, and Appendix A.
6. ENGAGEMENT TEAM RESUMES
Please see Appendix A for attorney profiles.
7. MONTANA EXPERIENCE
Ben Johnson has served as bond counsel and underwriter's counsel in Montana since 2003 for various units of
local government. He has been supported in this work by paralegals Leslie Lundeen and Barbara Skaar both at
Ballard Spahr and while with their previous firm. Having served as bond counsel to the City since 2006, Ben has
a clear understanding of the City's priorities and historical knowledge of the City's financing structures as well as
strong relationships with the City's staff and outside financial consultants.
A good example of Ben's Montana experience and problem solving capabilities is the Old School Station SID
344 financing with the City in 2006. Although the Old School Station development had not proceeded as
anticipated at the time, the financing structure for the bond issue for the infrastructure was unique and has
provided an extra layer of protection for the City. Ben worked with City staff and D.A. Davidson on the SID No.
344 financing in order to construct a one of a kind financing structure that layers tax increment districts over a
SID financing to provide multiple streams of revenues to pay the bonds. Other examples of the collaborative
work that Ben has done with the City are a general fund borrowing in 2008 for the acquisition of a new fire truck
and a tax increment financing in 2012 to extend the life of the West Side Urban Renewal Tax Increment District
which was subsequently used for additional borrowing.
In addition to the City of Kalispell, Ben has served as bond counsel to the cities of Missoula, Billings, Helena,
Livingston, and Shelby on debt issuances since 2005 and Ben has acted as bond counsel to the municipal
airport authorities in Kalispell, Missoula, and Great Falls. Ben counsels local units of government on the
requirements of Montana law for valid issuance and also works with each of these issuers to ensure that the
bonds being issued are complying with the federal tax law requirements. A listing of these transactions in the last
five years is attached to this proposal as Appendix B. Ben and the City's proposed Bond/Tax Counsel team
pride themselves on responsiveness (both virtually and over the phone and in person if appropriate) and being
accessible to City staff. In addition, Ben and the Ballard Spahr team regularly monitor laws and regulations that
could cause issues for the City and its issuance of debt to fund its capital needs.
8. APPROACH TO SERVICE
At Ballard Spahr, we believe that our responsiveness and imagination to problem -solving differentiates us from
other law firms. In addition, we also believe that we work very well with City staff in order to ensure that we are
not adding an extra administrative burden to staff. One small example of this is that we prioritize making sure
that we are delivering documents to City staff as far in advance of agenda packet deadlines as possible and we
always deliver our documents in a format (usually Microsoft Word and not Adobe PDF) such that City staff can
put them into the City's preferred formatting. Another small example of our approach to service is including a
BALLARD SP.AHR LL.P Bond and Tax Counsel Statement of Oualdiica#ions
pre -addressed Fed Ex return envelope with all signature packages we send to the City such that City staff does
not have to take the time to fill out a Fed Ex form.
Although the distribution of work varies from assignment to assignment, Ben will be responsible for coordinating
legal strategy, negotiations with outside parties, and closings. Other partners assist with specific issues within
their areas of experience. Associates are generally responsible for initial document drafting, research, and due
diligence. Both Barb and Leslie are experienced and capable paralegals who coordinate the status of
documents, oversee title and survey review and due diligence requirements, draft certain documents, and
manage closings at a cost-effective rate. Team leaders will address questions regarding the delivery of legal
services. However, City staff may always contact directly any team attorney with specific questions about a
particular area of law. This provides for the efficient delivery of legal services with supervision sufficient to ensure
that delivery is effective.
In our role as Bond/Tax Counsel, we expect these services will include the following:
Validity, Authorization, and Providing Legal Opinions. This will include the coordination of the proceedings
and the preparation of notices, resolutions, indentures, pledge agreements, opinions and other documentation
evidencing that all required governmental action has occurred and approvals are in effect, so that the bonds are
validly offered, sold, issued and delivered. Bond counsel will provide an unqualified opinion at closing as to the
validity of the bond issue and its tax-exempt status if the bond issue is structured in a way to comply with the
requirements of being issued as a tax-exempt obligation.
Drafting and Review of Transaction Documents. We would be responsible for drafting the basic bond
documents, as well as various closing certificates. We would also review and comment on the transaction
documents prepared by other participants and review the relevant sections of any offering document to confirm
that the description of the bonds and bond documents is accurate in all material respects. We would ensure that
the City's underwriting requirements are being addressed by all the relevant documents.
Tax Exemption and Tax Matters. This will include tax due diligence concerning the issuer and the projects to
be financed or refinanced with proceeds of the bond issue (bond proceeds), the preparation of the tax certificate
to be delivered by the City that speak to the purposes for which bond proceeds are expected to be used as of
the date of the bond issue. Bond counsel will provide an unqualified opinion at closing as to federal and state tax
exemption of the bond issue. Bond counsel will be prepared to assist with questions related to investment of
proceeds and matters related to arbitrage regulations.
Participation and Advice to the City. We would anticipate playing an active role in managing the financing
process, including leading working group discussions and working with all the various parties to identify and
resolve issues that could affect the desired closing timeline. While generally these occur by teleconference,
Ballard team members are available for travel as needed for in -person meetings. We would anticipate advising
the City on matters relating to the proposed issuance of debt as well as existing debt restrictions and overall
financial program.
Sufficiency of Security, Structuring Issues, and Disclosure. This will include understanding the nature of
revenue available to pay the debt and any limitations imposed by statutes, ordinances or other legal documents
and existing debt documents with respect to pledge of such revenue. As bond counsel we will make sure that
bond documents contain the necessary provisions to comply with legal requirements relating to the revenue
pledge. We will also review offering document to ensure that description of bond documents, the bonds and
security therefor is accurate in all material respects.
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 12
Assistance with Third Parties. As bond counsel, we would be prepared to help prepare and review
presentations for, and be part of the interaction with, rating agencies, bond insurers, and/or letter of credit
providers to describe the legal framework for the proposed issuance as well as the documentation related
thereto. We will also work with any third party consultants (providers of market, feasibility or revenue studies) to
ensure that the terms of the bond offering are accurately described.
Preparation of Transcripts. Following the closing of a bond issue, we will prepare electronic and/or paper
closing transcripts.
In our Tax Counsel role, we expect these services will include the following:
Due Diligence and Tax Certificate Preparation: We routinely guide clients through tax due diligence questions
related to the issuer and the projects to be financed or refinanced with proceeds of the bond issue. This due
diligence informs the preparation of the tax certificate that speaks to the purposes for which bond proceeds are
expected to be used as of the date of the bond issue.
As needed, we will assist the City in working through the final allocations of bond proceeds and equity
contributions that are expected to maximize flexibility in portions of the project that currently have, or are
expected to have, private business use. This has the added benefit of simplifying the tax analysis for refundings
as well as responding to IRS questionnaires and audits. We have developed templates for making a final
allocation and private use monitoring that can be tailored to client needs. We monitor the status of the allocation
regulations and would expect to revise or supplement the template to conform to any regulations issued by the
Chief Counsel's Office of the IRS or information released by the audit group of the IRS.
We are also prepared to advise on remedial actions that may be taken to prevent a tax issue and the resolution
of serious matters through the Voluntary Closing Agreement Program of the IRS, and have done so for clients
on occasion when appropriate.
Tax Compliance. We are prepared to take the lead in helping the City develop responsible, realistic, and
practical procedures for post -issuance compliance. Besides assisting in the development of written procedures
(as requested in certain questions on the Form 8038-G, as well as in IRS compliance questionnaires and audits),
we aid clients with specific post -issuance compliance matters routinely, for example, by giving letter opinions that
particular proposed arrangements do not create tax law violations.
As mentioned previously, we have developed post -issuance tax compliance procedures to guide issuers'
compliance with pre- and post -issuance tax compliance and reporting obligations associated with its outstanding
debt. These policies and procedures (i) clarify responsibilities for monitoring and managing compliance with tax -
related post -issuance obligations and record -keeping; (ii) identify responsible parties and define the scope of
their authority, and (iii) establish protocols for effective training for government employees.
We can assist the City in adopting such policies and procedures and by providing periodic webinars that address
specific post -issuance compliance matters as new regulations and IRS guidance is released. The webinars and
the materials are available on Ballard Spahr's website for future reference. In addition, our tax lawyers have
conducted seminars for clients to match the general procedures to the particular concerns and staffing of a client
and also present at conferences for national, state and local issuers on post -issuance compliance.
Tax Compliance Procedures. Our Tax Group has developed post -issuance tax compliance procedures to
guide issuers' compliance with pre- and post -issuance tax compliance and reporting obligations associated with
BALLARD SPAHR LLP j Bond ana Tat: Counsel Statement of Qualifications 13
its outstanding debt. These policies and procedures (i) clarify responsibilities for monitoring and managing
compliance with tax -related post -issuance obligations and record -keeping; (ii) identify responsible parties and
define the scope of their authority, and (iii) establish protocols for effective training for government employees.
We can assist the City in updating such policies and procedures as new regulations and IRS guidance is
released. The webinars and the materials are available on Ballard Spahr's website for future reference. In
addition, our tax lawyers have conducted seminars for clients to match the general procedures to the particular
concerns and staffing of a client and also present at conferences for national, state, and local issuers on post -
issuance compliance.
We have assisted issuers with audits initiated by the IRS to check compliance with the tax rules. Our knowledge
of the audit process and the tax rules allows the issuer to present the information in a comprehensive but
targeted manner, typically resulted in a favorable result in a relatively short time period.
Private Letter Rulings and Audits: In the rare cases where sufficient uncertainty exists as to tax issues, we will
work with the City to pursue specific advice from the IRS, including possibly a private letter ruling. Our
knowledge of the audit process and the tax rules allows the issuer to present the information in a comprehensive
but targeted manner. We have guided issuers through the audit process to a successful conclusion of the audit
without change or penalty in a vast majority of the audits they have handled, and have taken cases to appeals
for resolution in the few cases where the audit is not resolved quickly.
9. REFERENCES
1. Glacier Park International Park
Rob Ratkowski, Airport Director
P: 406.257.5994 1 E: rob@glacierairport.com
2. City of Saint Paul
Sarah Brown, Treasurer
P:651.266.8813 Sarah.E.Brown@ci.stpau1.mn.us
Neal Younghans, Debt Manager
P: 651.266.8878 E: Neal.Younghans@ci.stpaul.mn.us
3. City of Missoula
Jessie Hogg, Assistant Finance Director
P: 406.552.6124 1 E: HoggJ@ci.missoula.mt.us
4. Port Authority of the City of Saint Paul
Todd Hurley, President and CEO
P: 651.204.6215 1 tph@sppa.com
BALLARD SPAHR LUP ; Bond anc Tax Counsei Statement of Quablications 14
APPENDIX A: ATTORNEY PROFILES
Benjamin W. Johnson
Partner
johnsonbw(D-ballardspahr.com
Direct: (612) 371-6223
Fax: (612) 371-3207
MINNEAPOLIS
80 South 8th Street, 2000 IDS Center
Minneapolis, MN 55402-2119
SERVICES
Finance I Public Finance I Bioenergy I Environmental, Social, and Governance (ESG) I Agribusiness I Corporate
Trust Services I Independent, Parochial and Charter School Financings I Buyside Representations
Benjamin W. Johnson co -leads the firm's Public Finance Group. He is an experienced municipal finance
attorney who serves as bond counsel, underwriter's counsel, lender's counsel, and trustee's counsel in
all types of municipal bond financings. He works as a trusted business partner to clients, who value his
candor and salient analysis of the important business and financial matters they bring to him.
Ben provides advice on revenue bonds, general obligation bonds, and other public finance matters. He focuses
on complex conduit revenue bond financing involving charter schools, nonprofits, senior living providers,
affordable housing developers, and health care providers. Ben has handled matters in more than 20 states. Ben
has been serving as bond counsel to local government units in Montana since 2003.
PROFESSIONAL HIGHLIGHTS
PROFESSIONAL ACTIVITIES
National Association of Bond Lawyers
Minnesota State Bar Association
Montana State Bar Association
American College of Bond Counsel, Fellow
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 15
:lW_111Ao]lkiRlr lak
"Top Bond Counsel in Q1 2024 Sees Shuffling," Media Coverage, May 06, 2024
"Transactional Finance Volume Up Significantly in Fast Start to 2024," Press Release, March 25, 2024
"Ballard Spahr Provides Counsel in $203 Million Tax -Exempt Securities Transaction," Press Release, March 11,
2024
"New Hire Puts Ballard Spahr in Minnesota Public Finance Mix," Media Coverage, January 31, 2019
"Public Finance Attorney Benjamin Johnson Joins Ballard Spahr in Minneapolis," Press Release, January 28,
2019
EDUCATION
University of Minnesota Law School (J.D., cum laude, 2000)
Montana State University (B.A., with highest honors, 1997)
ADMISSIONS
Minnesota
Montana
BALLARD SPAHR LLP 1 Bond and Tax Counsel Statement of Qualifications 16
Marybeth Orsini
Partner
ors inimCcD_baIlardspa hr. com
Fax: (410) 528-5650
BALTIMORE
111 S Calvert Street, 27th Floor
Baltimore, MD 21202-3268
SERVICES
Finance I Public Finance I NY Public Finance I Tax I Bioenergy I Education I Health Care I Housing I Tax -
Controversy
Marybeth Orsini focuses on federal tax law with an emphasis on tax-exempt bonds and tax credit bonds.
She has served as tax counsel, bond counsel, and borrower's counsel for tax-exempt bond financings
undertaken by state and local issuers around the country. She handles financings for a variety of
governmental projects, including special districts and tax increment financings, and privately -owned
projects, including multifamily housing, solid waste disposal, manufacturing, and facilities for not -for -
profit entities in the health care and education sectors.
Marybeth has served as an attorney in the tax-exempt bond branch at the IRS Office of Associate Chief Counsel
(Financial Institutions and Products), where she drafted published guidance, private letter rulings, and technical
advice. She also served as the Chief Counsel's representative to the Tax -Exempt Bond Focus Group, providing
assistance to IRS agents during audits of tax -favored bonds.
Additionally, Marybeth has experience representing governmental entities, not -for -profit organizations and
businesses in audits before the IRS and has assisted clients with negotiating voluntary closing agreements
with the IRS.
PROFESSIONAL HIGHLIGHTS
PROFESSIONAL ACTIVITIES
National Association of Bond Lawyers: Board Member, 2022-present; Chair, The Institute, 2022; Vice Chair, The
Institute, 2021; Steering Committee Member, 2015-2017, 2022
RECOGNITION & ACCOMPLISHMENTS
The Best Lawyers in America, Public Finance Law (Baltimore), 2023, 2024
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Named to Rochester Business JournaPs 2015 "40 Under 40" list, in recognition of professional excellence and
outstanding community involvement
SPEAKING ENGAGEMENTS
"It's a Small World (After All) — Tax Rules that Apply Only to Small Issues," National Association of Bonds
Lawyers, The Institute, March 2023
"The Commissioner's Side: IRS Examinations, Voluntary Compliance Programs and Outreach," National
Association of Bond Lawyers, The Workshop, 2019, 2022; served as Panel Chair 2022
"Arbitrage and Rebate," National Association of Bond Lawyers, Bond Attorneys' Workshop, 2012-2017, 2021;
served as Panel Chair 2015-2017
"Tax Hot Topics," Pennsylvania Association of Bond Lawyers, Annual Seminar and Meeting, August 2020
"Repeal of Advance Refundings and the Rise of Taxable Municipal Bonds," American Bar Association Tax
Section Meeting, January 2020
BOARD MEMBERSHIPS & COMMUNITY SERVICE
Member, Board of Directors, Rochester School for the Deaf, 2013-2017
RELATED INSIGHTS
"IRS Issues Guidance on Clean Energy Tax Credits," Legal Alert, June 28, 2023
"Increased Interest Rates May Require Special Districts to Rebate Earnings on, or Change Investments of, Tax -
Exempt Bond Proceeds," Legal Alert, March 23, 2023
"Tax -Exempt Bonds: Telephonic Public Hearings Now Permanent," Legal Alert, March 22, 2022
"New Bond Types in Infrastructure Package May Take Time to Ramp Up," Media Coverage, November 22, 2021
"Expansion of Qualified Private Activity Bond Categories Under the Infrastructure Investment and Jobs Act,"
Legal Alert, November 15, 2021
"Extension of COVID Relief for Tax -Exempt Bonds: Telephonic Public Hearings Extended to March 31, 2022,"
Legal Alert, September 01, 2021
"COVID-19 Relief for Tax -Exempt Bonds: Telephonic Public Hearings Extended to September 30, 2021," Legal
Alert, November 17, 2020
"Pennsylvania 'Advanced Recycling' Bill Seeks to Keep Single -Use Plastics Out of Landfills," Legal Alert,
November 17, 2020
"IRS Releases Guidance on the Transition from LIBOR," Legal Alert, October 19, 2020
BALLARD SPAHIR LLP Bond and Tax Counsel 5tatennent of Qualifications
"Ballard Spahr Represents Marian House as It Takes Reins from Historical Women's Industrial Exchange in
Baltimore," Press Release, June 17, 2020
"Bond Relief Amid COVID-19 Restrictions: Telephonic Public Hearings and Enhanced Issuer Ability to Purchase
Bonds," Legal Alert, May 05, 2020
EDUCATION
Georgetown University Law Center (LL.M 2005)
Seton Hall University School of Law (J.D., cum laude, 2004)
Worcester Polytechnic Institute (B.S., with distinction, 2000)
ADMISSIONS
Maryland
Massachusetts
New York
U.S. Tax Court
IBALLARD SPAHR LLP 1 Bond and Tax Counsel Statement of Qualifications 19
Charles S. Henck
Senior Counsel
henck(d.)ballardspahr.com
Fax: (202) 626-9015
WASHINGTON D.C.
1909 K Street, NW, 12th Floor
Washington D.C., DC 20006-1157
SERVICES
Finance I Public Finance I Climate Change and Sustainability I Energy I P3/Infrastructure I Tax I Municipal
Recovery I Bioenergy I Agribusiness I Tax -Controversy
Charles S. Henck counsels clients on the tax attributes related to a variety of capital infrastructure
projects, including a range of tax credits, energy credits, and Treasury grants. Charlie regularly advises
on municipal and corporate financing for utility, industrial, and infrastructure facilities. He has served as
bond counsel, underwriter's counsel, special tax counsel, and company counsel in revenue bond,
private activity bond, general obligation bond, and leveraged lease financings.
Charlie has extensive experience in the issuance and restructuring of project and revenue -based tax-exempt
financings for solid waste disposal and resource recovery facilities. He also has been involved as counsel to the
borrower and the issuer in a number of IRS audits of bonds issued to finance utility, industrial, and infrastructure
facilities, and is a frequent lecturer and panelist in national conferences on federal tax matters relating to
financings of these facilities. Recently, Charlie served as Chair of a working group of the NABL's Tax Law
Committee that drafted comments about the implementation of various bond related aspects of the Inflation
Reduction Act.
Before joining Ballard Spahr, Charlie was an attorney in the Office of Chief Counsel of the IRS.
PROFESSIONAL HIGHLIGHTS
PROFESSIONAL ACTIVITIES
American Bar Association, Section of Taxation
American College of Bond Counsel, Fellow
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 20
National Association of Bond Lawyers (NABL)
Past Head, Solid Waste Task Force; past Chair, Arbitrage and Education Committees; past Chair, Bond
Attorneys Workshop
RECOGNITION & ACCOMPLISHMENTS
Charlie served as Chair of a working group of the NABL's Tax Law Committee that drafted comments about the
implementation of various bond related aspects of the Inflation Reduction Act. The comments were filed with the
IRS and Treasury.
The Best Lawyers in America, Public Finance Law, 2008-2024, "Lawyer of the Year," Public Finance Law, 2021
(Washington, D.C.)
Legal 500, Industry Focus - Energy: Renewable/Alternative, 2014
BOARD MEMBERSHIPS & COMMUNITY SERVICE
American College of Bond Counsel, past Director
NABL, past Director
RELATED INSIGHTS
"Ballard Spahr Advises Underwriters in $330M Metal Recycling Mill Bond Financing," Press Release, August 09,
2023
"IRS Issues Guidance on Clean Energy Tax Credits," Legal Alert, June 28, 2023
"Tax -Exempt Bonds: Telephonic Public Hearings Now Permanent," Legal Alert, March 22, 2022
"Expansion of Qualified Private Activity Bond Categories Under the Infrastructure Investment and Jobs Act,"
Legal Alert, November 15, 2021
"Ballard Spahr Reaches Favorable Settlement for Fertilizer Company in IRS Tax Dispute," Press Release,
March 20, 2019
"IRS: Solar Energy Storage Upgrade Is Eligible For Tax Credit," Article, March 12, 2018
t
"IRS Rules Solar Energy -Storage Upgrade Is Eligible for Tax Credit," Legal Alert, March 07, 2018
"Private Activity Bonds Under President Trump's "Legislative Outline for Rebuilding Infrastructure in America","
Legal Alert, February 16, 2018
EDUCATION
Emory University School of Law (J.D. 1975, with honors)
Georgetown University Law Center (LL.M. Taxation 1979)
BALLARD SPAHR LLP I Beni" and ±ax Counsel Statement of Ouallfications 21,
Emory University (B.A. 1969)
ADMISSIONS
District of Columbia
8ALLARD8PAHRLLP\Bond and Tax Counsel Statement of Qualifications 22
,1CL,L! l � EC(
Associate
mccarthym(a)ballardspahr.com
Fax: (612) 371-3207
MINNEAPOLIS
80 South 8th Street, 2000 IDS Center
Minneapolis, MN 55402-2119
SERVICES
Finance I Public Finance I Project Finance
Megan McCarthy is an associate in the firm's Finance Department, focusing her practice on public
finance matters. Megan serves as counsel to investment banking firms and investors, municipalities,
issuers, and trustees in all types of public finance transactions, with an emphasis on high -yield
municipal securities.
Megan focuses her practice on charter school, essential housing, and various project finance transactions
serving as underwriter's counsel, purchaser's counsel or bond counsel. Megan has experience representing and
advising clients on bankruptcy and other debt solutions.
Megan has volunteered as a certified tax preparer, focusing on serving Spanish-speaking clients, for
AccountAbility Minnesota.
REPRESENTATIVE EXPERIENCE
• Served as underwriter's counsel to a multinational investment bank and financial services company in
connection with various issuances of bonds totaling approximately $1.4 billion for the purchase of multifamily
residential rental housing facilities for conversion from market rate apartment complexes to affordable
essential housing in California.
• Represented institutional investors in a high yield private placement offering of unrated bond anticipation
notes issued by a water and power authority in the U.S. Virgin Islands.
• Acted as underwriter's counsel for a global investment bank in connection with the issuance of
approximately $52.5 million education revenue bonds for a multi -state charter school network in Texas.
• Acted as underwriter's counsel to a multinational investment bank and financial services company in a
project finance transaction for the purchase and sale of approximately $42 million tax-exempt solid waste
disposal revenue bonds in Wisconsin.
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
• Served as bond counsel to a housing and redevelopment authority in relation to the financing of an
affordable housing development in St. Paul, Minnesota.
• Served as purchaser's counsel to various global investment managers in their purchase of revenue bonds in
relation to the refinancing of a loan, capital improvements, and other costs concerning the maintenance of
port facilities in the U.S. Virgin Islands.
• Served as underwriter's counsel to a global bank in the purchase of revenue bonds for a project financing
related to a smelter capable of repurposing lithium -ion batteries into reusable precious metals from facilities
located in Texas.
PROFESSIONAL HIGHLIGHTS
PROFESSIONAL ACTIVITIES
Minnesota Bar Association
Minnesota Women Lawyers
National Association of Bond Lawyers
Economic Development Association of Minnesota
Women in Public Finance
RECOGNITION & ACCOMPLISHMENTS
The Best Lawyers in America "Ones to Watch," — Project Finance Law (Minneapolis), 2024 and Public Finance
Law (Minneapolis), 2024
BOARD MEMBERSHIPS & COMMUNITY SERVICE
AccountAbility Minnesota, 2013-2015 and 2020
RELATED INSIGHTS
"Ballard Spahr Provides Counsel in $203 Million Tax -Exempt Securities Transaction," Press Release, March 11,
2024
"Second Circuit Affirms Syndicated Loans Are Not Securities," Legal Alert, August 31, 2023
EDUCATION
William Mitchell College of Law (J.D., cum laude, 2014)
Dean's List
CALI Award for Legal Planning & Tax Clinic
CALI Award for Business Law Clinic
i
f University of Minnesota (B.A. 2011)
IB,ALLA;RD SP.AHR LLP i Bond and' Tax Counsel Statement of Qualifications 24
ADMISSIONS
Minnesota
BALLARD SPAHR LLP i Bond and Tax Counsel Statement of Qualifications 25
Associate
wangat(cDballardspahr.com
Fax: (202) 661-2299
WASHINGTON D.C.
1909 K Street, NW, 12th Floor
Washington D.C., DC 20006-1157
SERVICES
Finance I Public Finance I Tax
Andrew Wang helps clients navigate tax issues as a member of our Public Finance Group.
Prior to joining Ballard Spahr, he held an in-house counsel role at a global professional services firm. There, he
focused on mergers and acquisitions tax matters, conducting domestic and cross -border tax due diligence and
tax structuring for private equity and strategic clients.
His background also includes serving as a legal extern for the Hearings Unit at the Equal Employment
Opportunity Commission, where his work included drafting decisions that provided the basis for administrative
judges' summary judgments in age, race, gender, and disability discrimination cases.
RELATED INSIGHTS
"Inflation Reduction Act Tax Changes, Part 1," Legal Alert, September 08, 2022
"Tax -Exempt Bonds: Telephonic Public Hearings Now Permanent," Legal Alert, March 22, 2022
"Further IRS Extensions and Waivers to Affordable Rental Housing Projects as COVID-19 Persists," Legal Alert,
January 26, 2022
"IRS Clarifies Eligibility of Buildings Financed with Bonds Issued Pre-2021 for 4% LIHTC Minimum Rate," Legal
Alert, December 13, 2021
"Expansion of Qualified Private Activity Bond Categories Under the Infrastructure Investment and Jobs Act,"
Legal Alert, November 15, 2021
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
14111#111[6P►1
Georgia State University College of Law (J.D., cum laude, 2019)
Vice President, Asian American Law Student Association
The University of Georgia School of Public and International Affairs (B.A., Political Science, 2015)
ADMISSIONS
District of Columbia
Georgia
New York
BALLARD SPAHR LLP i Bond and Tax Counsel Statement of Qualifications 27
APPENDIX B: TRANSACTION LIST
MINNESOTA TRANSACTIONS
Role
Issuer
Title
Bond Counsel
City of
Master Tax -Exempt
Missoula,
Installment Purchase
Montana
Agreement with
Schedules 39, 40, 41,
42, and 43
Underwriter's
City of Billings,
Tax Increment Urban
Counsel
Montana
Renewal Revenue
Refunding Bonds,
Series 2024A
Bond Counsel City of Kalispell, City of Kalispell,
Montana
Montana Sewerage
System Revenue Bond
(DNRC Water Pollution
Control State Revolving
Loan Program)
Subordination Lien
Taxable Series 2024A
and Tax -Exempt Series
2024 B
Underwriter's
The Board of
State of Montana The
Counsel
Regents of
Board of Regents of
Higher
Higher Education
Education of
Montana State
the State of
University General
Montana
Revenue Refunding
Bonds, Series 2023J
Underwriter's
Montana
Montana Facility
Counsel
Facility Finance
Finance Authority
Authority
Health Care Facilities
Revenue Bonds
(Mountainview Medical
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$4,506,777.20
6/3/2024
MT
Minneapolis
$6,930,000 6/13/2024 MT Minneapolis
$1,598,000 1/10/2024 MT Minneapolis
$14,385,000 6/22/2023 MT Minneapolis
$46,270,000 Pending MT Minneapolis
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer Title Securities Closing Issuer Ballard
Amount Date State Office
Center, Inc. Project)
Series 2023
Bond Counsel
City of Kalispell,
Water System Revenue
$19,854,000 7/11/2023
Montana
Bonds (DNRC Drinking
Water State Revolving
Loan Program),
Subordinate Lien
Taxable Series 2023A,
Tax -Exempt Series
2023B, Tax -Exempt
Series 2023C
Bond Counsel
City of
Master Tax -Exempt
$2,188,822 5/9/2023
Missoula,
Installment Purchase
Montana
Agreement with
Schedules 35, 36, 37,
and 38
Bond Counsel
City of
City of Livingston,
$849,932 6/1 /2023
Livingston,
Montana Special
Montana
Improvement District
Bond (Special
Improvement District
No. 181) Series 2023
Bond Counsel
City of Kalispell,
Sewerage System
$1,775,000 2/16/2023
Montana
Revenue Bond (DNRC
Water Pollution Control
State Revolving Loan
Program), Subordinate
Lien Taxable Series
2023A and Tax -Exempt
Series 2023E
Purchaser/Lender
State of
General Obligation
$16,035,000 6/20/2022
Counsel
Montana
Bond (Blackfeet Water
Compact Project),
Taxable Series 2022D
State of Montana
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
MT Minneapolis
MT Minneapolis
MT Minneapolis
MT Minneapolis
MT Minneapolis
Role Issuer
Bond Counsel Missoula
International
Airport
Underwriter's
Counsel
City of
Missoula,
Montana
The Board of
Regents of
Higher
Education for
the State of
Montana, for
the benefit of
Montana State
University
Title
Securities
Closing
Issuer Ballard
Amount
Date
State Office
Missoula County Airport
$30,000,000
4/21/2022
MT Minneapolis
Authority Tax -Exempt
Airport Revenue Note
(AMT) Series 2022
City of Missoula,
$2,990,637
5/26/2022
MT Minneapolis
Montana Master Tax -
Exempt Installment
Purchase Agreement
With Schedule Nos. 27,
29, 31, 33 Thereto with
U.S. Bancorp
Government Leasing
and Financing, Inc.
Montana State
$117,715,000
10/19/2021
MT Minneapolis
University Facilities
Improvement
Refunding Bonds
Series G 2020 and
Series H 2O20
Bond Counsel Flathead
Not to Exceed
Municipal
$70,000,000 Flathead
Airport
Municipal Airport
Authority
Authority Airport
Revenue Note, Series
2021
Bond Counsel Town of Terry,
Sewer System
Montana
Revenue Refunding
Bonds, Series 2021 A
Bond Counsel City of Kalispell,
Sewerage System
Montana
Revenue Bond (DNRC
Water Pollution Control
State Revolving Loan
Program), Series
2021 A
$70,000,000 5/5/2021 MT Minneapolis
$1,750,000 8/18/2021 MT Minneapolis
$2,460,000 5/26/2021 MT Minneapolis
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Underwriter's
State of
General Obligation,
Counsel
Montana
Series 2020G, General
Obligation Long -Range
Building Program
Bonds, Series 2020H,
and General Obligation
Trust Lands Refunding
Bonds (Taxable),
Series 20201
Underwriter's
State of
General Obligation
Counsel
Montana
Bonds (Water Pollution
Control State Revolving
Fund Program,
Refunding and Match),
Taxable Series 2020J
Underwriter's
Montana
Health Care Facilities
Counsel
Facility Finance
Revenue Bonds
Authority
(Montana Children's
Home and Hospital
Project) Series 2020A
and Health Care
Facilities Revenue
Bonds (Master Loan
Program - Montana
Children's Home and
Hospital Project) Series
2020E
Underwriter's
State of
General Obligation
Counsel
Montana
Bonds, Series 2020C
Purchaser/Lender City of Tax Increment Urban
Counsel Bozeman, Renewal Revenue
Montana Refunding Bond
(Downtown Bozeman
Improvement District),
Series 2020
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$50,915,000
10/20/2020
MT
Minneapolis
$24,865,000 10/20/2020 MT Minneapolis
$52,735,000 10/29/2020 MT Minneapolis
$28,900,000 4/15/2020 MT Minneapolis
$3,689,000 3/5/2020 MT Minneapolis
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities
Closing
Issuer
Ballard
Role
Issuer
Title
Amount
Date
State
Office
Underwriter's
City of
Tax Increment Urban
$6,500,000
7/9/2020
MT
Minneapolis
Counsel
Bozeman,
Renewal Revenue
Montana
Bonds (Bozeman
Midtown Urban
Renewal District),
Series 2020
Special Counsel
City of
Master Tax -Exempt
$4,799,761
3/31/2020
MT
Minneapolis
Missoula,
Installment Purchase
Montana
Agreements, Schedules
19-26
Bond Counsel
City of Helena,
Wastewater System
$7,754,000
12/17/2019
MT
Minneapolis
Montana
Revenue Bond (DNRC
Water Pollution Control
State Revolving Loan
Program) Series 2019
Underwriter's
City of
General Obligation
$34,405,000
9/18/2019
MT
Minneapolis
Counsel
Bozeman,
Bonds, Series 2019
Montana
Bond Counsel
City of Helena,
Water System Revenue
$5,700,000
9/5/2019
MT
Minneapolis
Montana
Bonds (DNRC Drinking
Water State Revolving
Loan Program), Series
2019
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 32
OTHER STATE TRANSACTIONS
Because we have served as counsel to hundreds of issuances, we have focused on only bond counsel in the
last three years below.
Role
Issuer
Bond
The Industrial
Counsel
Development
Borrower
Authority of the
(Beneficiary)
County of
Counsel
Maricopa
Bond
Arizona Board
Counsel
of Regents
Bond
Arizona Board
Counsel
of Regents
Bond
Cumberland
Counsel
County
Municipal
Authority
Bond
District of
Counsel
Columbia
Bond
Sussex County,
Counsel
Delaware
Title
$44,225,000 The Industrial
Development Authority of the
County of Maricopa Hospital
Revenue Bonds
(HonorHealth) Series 2024A,
$51,305,000 The Industrial
Development Authority of the
County of Maricopa Hospital
Revenue Refunding Bonds
(HonorHealth) Series
$29,555,000 Arizona Board
of Regents Northern Arizona
University System Revenue
Refunding Bonds Series
2024
$28,420,000 Arizona Board
of Regents Northern Arizona
University SPEED Revenue
Refunding Bonds (Stimulus
Plan for Economic and
Educational Development)
Series 2024
Cumberland County
Municipal Authority
(Commonwealth of
Pennsylvania) Revenue
Bonds (AICUP Financing
Program - Messiah
University Project) Series
2024 W W 1
Revenue Refunding Bond
(Trinity College Issue) Series
2022
General Obligation Bond
(Western Sussex Regional
Sanitary Sewer District
Project), Series 2024A-SRF
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$480,080,000
4/25/2024
AZ
Phoenix
$29,555,000 4/25/2024 AZ Phoenix
$28,420,000 4/16/2024 AZ Phoenix
$12,735,000 4/30/2024 PA Philadelphia
$22,530,000 9/28/2022 DC Washington
D.C.
$2,797,264 4/18/2024 DE Delaware
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
Prairie Center
Limited Property Tax
Counsel
Metropolitan
Supported Primary
Disclosure
District No. 3
Improvements Revenue
Counsel
Bonds Series 2024A and
Limited Property Tax
Supported District
Improvements Revenue
Bonds Series 2024E
Bond
Northampton
Hospital Revenue Bonds,
Counsel
County General
Series 2024B (St. Luke's
Purpose
University Health Network
Authority
Project)
Bond
Northampton
$288,070,000 Hospital
Counsel
County General
Revenue Bonds, Series
Purpose
2024A-1 (St. Luke's
Authority
University Health Network
Project) and $31,360,000
Hospital Revenue Bonds,
Series 2024A-2 (St. Luke's
University Health Network
Project)
Bond
Pennsylvania
Revenue Bonds (Villanova
Counsel
Economic
University Project) Series
Development
2024
Financing
Authority
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds $205,620,000 Series
2024-144A (Non-AMT)
(Social Bonds) and
$59,060,000 2024-144B
(Federally Taxable)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$39,190,000
4/16/2024
CO
Denver
$80,585,000 4/9/2024 PA Philadelphia
$319,430,000 4/9/2024 PA Philadelphia
$216,000,000 4/7/2024 PA Philadelphia
$264,680,000 3/28/2024 PA Philadelphia
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 34
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
New York State
New York State
$717,295,000 4/2/2024 NY Philadelphia
Counsel
Environmental
Environmental Facilities
Facilities
Corporation State Clean
Corporation
Water and Drinking Water
Revolving Funds Revenue
Bonds (New York City
Municipal Water Finance
Authority Projects — Second
Resolution Bonds) Series
2024 A Subordinated SRF
Bonds
Bond
Hess Ranch
Hess Ranch Metropolitan
$19,100,000 3/28/2024 CO Denver
Counsel
Metropolitan
District No. 5 $9,550,000
District No. 5
Special Improvement District
No. 1 Special Assessment
Revenue Bonds Series
2024A-1 and $9,550,000
Special Improvement District
No. 1 Special Assessment
Revenue Bonds Series
2024A-2
Bond
Sussex County,
General Obligation Bond
$5,601,000 2/22/2024 DE Delaware
Counsel
Delaware
(Herring Creek Sewer
Extension - Phase III) Series
2024A-RUS
Bond
Centennial
$70,000,000 Centennial
$70,000,000 2/8/2024 CO Denver
Counsel
Water and
Water and Sanitation District
Disclosure
Sanitation
Douglas County, Colorado
Counsel
District
Water and Wastewater
Revenue Bonds, Series
2024
Bond
Lower Brule
Lower Brule Sioux Tribe
$3,145,000 1/27/2023 SD Phoenix
Counsel
Sioux Tribe of
Tax -Exempt Variable Rate
the Lower Brule
General Obligation and
Sioux
Refunding Bonds (Road
Reservation
Construction Project), Series
2007
Bond
Kent County,
Kent County, Delaware
$4,240,000 1/22/2024 DE Delaware
Counsel
Delaware
Revenue Bonds Series
2024A and Series 2024B
(Academy of Dover Charter
School Project)
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
Kaweah Delta
$32,035,000 Kaweah Delta
$32,035,000 4/27/2022 CA Phoenix
Counsel
Health Care
Health Care District (Tulare
District
County, California) Revenue
Refunding Bonds Series
2022
Bond
City of Saint
United States of America
$25,000,000 8/22/2023 MN Minneapolis
Counsel
Paul,
State of Minnesota Ramsey
Minnesota
County City of Saint Paul
Water Revenue Note Series
2023
Bond
City of Saint
City of Saint Paul, Minnesota
$6,800,000 9/14/2023 MN Minneapolis
Counsel
Paul,
General Obligation Capital
Minnesota
Improvement Bonds, Series
2023D
Bond
City of Saint
City of Saint Paul, Minnesota
$7,795,000 10/12/2023 MN Minneapolis
Counsel
Paul,
Sewer Revenue Bonds
Minnesota
Series 2023E (Green Bonds)
Bond
California
California Community
$1,101,625,000 1/25/2024 CA Washington
Counsel
Community
Choice Financing Authority
D.C.
Choice
Clean Energy Project
Financing
Revenue Bonds, Series
Authority
2024A (Green Bonds)(Term
Rate)
Bond
Dutchess
Variable Rate Revenue
$43,225,000 1/18/2024 NY New Jersey
Counsel
County Local
Bonds (Bard College
Borrower
Development
Project), Series 2024
(Beneficiary)
Corporation
Counsel
Bond
Housing and
Housing and Redevelopment
$20,315,000 1/17/2024 MN Minneapolis
Counsel
Redevelopment
Authority of the City of Saint
Authority of
Paul, Minnesota Multifamily
Saint Paul,
Housing Revenue Bonds
Minnesota
(Marshall Avenue Flats
Project) Series 2024A,
Series 2024B and Series
2024C
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
General
$188,010,000 General
Counsel
Authority of
Authority of Southcentral
Borrower
Southcentral
Pennsylvania Revenue
(Beneficiary)
Pennsylvania
Refunding Bonds, Series
Counsel
and Lancaster
2023A and $22,170,000
Municipal
Lancaster Municipal
Authority
Authority Revenue
Refunding Bonds, 2023E
(WellSpan Health Obligated
Group)
Bond
The Brands
$6,040,000 The Brands East
Counsel
East
Metropolitan District No. 4
Metropolitan
(In the Town of Windsor,
District No. 4
Larimer County, Colorado)
Limited Tax General
Obligation and Special
Revenue Refunding Loan,
Series 2023
Bond
Twin Peaks
$8,117,000 Twin Peaks
Counsel
Metropolitan
Metropolitan District In the
District
City of Longmont, Boulder
County, Colorado
Subordinate Limited Tax
General Obligation Bonds
Series 2023
Bond
Community
Residential Revenue Bonds
Counsel
Development
2023 Series G (Non-AMT)
Administration
Maryland
Department of
Housing and
Community
Development
Bond
Littleton Village
$18,450,000 Littleton Village
Counsel
Metropolitan
Metropolitan District No. 2 In
District No. 2
the City of Littleton,
Arapahoe County, Colorado
Limited Tax General
Obligation Refunding Bonds,
Series 2023
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$210,180,000
12/14/2023
PA
New Jersey
$6,040,000 12/21/2023 CO Denver
$8,117,000 12/20/2023 CO Denver
$199,567,912 12/19/2023 MD Washington
D.C.
$18,450,000 12/13/2023 CO Denver
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
Fairfax County
Multifamily Housing
Counsel
Redevelopment
Revenue Bonds (Dominion
and Housing
Square North Project) Series
Authority
2023
Bond
Ravenna
$46,900,000 Ravenna
Counsel
Metropolitan
Metropolitan District Douglas
Disclosure
District
County, Colorado Limited
Counsel
Tax General Obligation
Refunding Bonds, Series
2023
Bond
Fairfax County
Multifamily Housing
Counsel
Redevelopment
Revenue Bonds (Braddock
and Housing
Senior Apartments Project)
Authority
Series 2022
Bond
Stone Creek
Stone Creek Metropolitan
Counsel
Metropolitan
District Douglas County,
District
Colorado $9,683,000 Limited
Tax General Obligation
Refunding and Improvement
Loan Series 2023
Bond
Santa Fe Park
Santa Fe Park Authority (In
Counsel
Authority
the City of Littleton,
Disclosure
Arapahoe County, Colorado)
Counsel
$7,150,000 Limited Tax
Supported Revenue (District
Nos. 1 and 3) Bonds, Series
2023A and $891,000
Subordinate Limited Tax
Supported Revenue (District
No. 1) Bonds, Series 2023B
Bond
Heritage Todd
Heritage Todd Metropolitan
Counsel
Creek
District Adams County,
Metropolitan
Colorado $17,314,000
District
Taxable (Convertible to Tax -
Exempt) Limited Tax
(Convertible to Unlimited
Tax) General Obligation
Refunding Loan Series
2023A-1 and $14,471,000
Limited Tax (Convertible to
Unlimited Ta
Securities Closing Issuer Ballard
Amount Date State Office
$77,760,000 12/12/2023 VA Washington
D.C.
$469,000,000 12/14/2023 CO Denver
$7,717,000 9/16/2022 VA Washington
D.C.
$9,683,000 12/13/2023 CO Denver
$8,041,000 12/12/2023 CO Denver
$31,785,000 12/7/2023 CO Denver
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 38
Role
Issuer
Title
Bond
Association of
Revenue Bonds (AICUP
Counsel
Independent
Financing Program -
Colleges &
Gwynedd Mercy University
Universities
Project) Series 2023
(AICUP)
Bond
Midtown at
Midtown at Clear Creek
Counsel
Clear Creek
Metropolitan district (Adams
Metropolitan
County, Colorado)
District
$30,280,000 Limited Tax
(Convertible to Unlimited
Tax) General Obligation
Refunding Bonds Series
2023A and $1,580,000
Subordinate Limited Tax
General Obligation
Refunding Bonds Series 2
Bond
Leyden Ranch
Leyden Ranch Metropolitan
Counsel
Metropolitan
District (In the City of
District
Arvada) Jefferson County,
Colorado Limited Tax
(Convertible to Unlimited
Tax) General Obligation
Refunding Loan Series 2023
Bond
Colorado
Colorado Educational and
Counsel
Educational
Cultural Facilities Authority
and Cultural
Charter School Revenue
Facilities
Note (Villa Bella
Authority
Expeditionary School
Project) Series 2023
Bond
Housing and
Housing Development
Counsel
Redevelopment
Revenue Note, Series
Authority of the
2007A (Commerce
City of Saint
Apartments Project) (the
Paul,
"Series 2007A Note")
Minnesota
(Document Amendments)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$16,885,000
11/22/2023
PA
Philadelphia
$31,860,000 11/22/2023 CO Denver
$6,785,000 11/7/2023 CO Denver
$7,800,000 10/25/2023 CO Denver
$2,600,000 5/1/2023 MN Minneapolis
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Disclosure
Counsel
Issuer
Title
Ventana
$10,550,000 Ventana
Metropolitan
Metropolitan District (In the
District
City of Fountain, El Paso
County, Colorado) Limited
Tax General Obligation
Refunding and Improvement
Bonds Series 2023A and
$2,828,000 Subordinate
Limited Tax General
Obligation Refunding Bonds
Series 2023
Poudre Tech
Poudre Tech Metropolitan
Metropolitan
District acting by and
District
through its Water Activity
Enterprise Loan Agreement
and related Water Revenue
Refunding and
Improvements Promissory
Note, Series 2023
District Energy
District Energy St. Paul, Inc.
St. Paul, Inc.
Taxable Refunding Series
2023 Bonds
Port Authority Port Authority of the City of
of the City of Saint Paul District Energy
Saint Paul
Revenue Bonds, Series
2023-3 (501(c)(3) (Non-
AMT); Series 2023-4 (AMT)
Port Authority
Port Authority of the City of
of the City of
Saint Paul Taxable General
Saint Paul
Obligation Bonds Series
2023-1 and Tax -Exempt
Series 2023-2
Colorado
Colorado Educational and
Educational
Cultural Facilities Authority
and Cultural
Charter School Refunding
Facilities
Revenue Bonds (Colorado
Authority
Skies Academy Project)
Series 2023A and Federally
Taxable Series 2023B
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$10,550,000
10/19/2023
CO
Denver
$14,800,000 10/17/2023 CO Denver
$11,735,000 9/29/2023 MN Minneapolis
$10,000,000 9/12/2023 MN Minneapolis
$15,000,000 9/14/2023 MN Minneapolis
$11,815,000 10/4/2023 CO Denver
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
The City of
The City of Philadelphia,
Counsel
Philadelphia
Pennsylvania Water and
Wastewater Revenue
Bonds, Series 2023B
Bond
Uplands
$15,940,000 Uplands
Counsel
Metropolitan
Metropolitan District No. 1 In
District No. 1
the City of Westminster
Adams County, Colorado
Limited Tax General
Obligation Bonds Series
2023A
Bond
Public Finance
Public Finance Authority
Counsel
Authority
Charter School Revenue
Bonds (Renaissance
Secondary School Project) A
Charter School Created by
the Douglas County School
District RE-1 Series 2016A
Bond
Dutchess
$112,905,000 Dutchess
Counsel
County Local
County Local Development
Borrower
Development
Corporation Variable Rate
(Beneficiary)
Corporation
Revenue Bonds (Bard
Counsel
College Project), Series
2023
Bond
Department of
General Obligation Bond
Counsel
Natural
(Long Neck Communities
Resources and
Septic Elimination Project)
Environmental
Series 2023A-SRF
Control
Bond
Raindance
Raindance Metropolitan
Counsel
Metropolitan
District No. 4 Loan
District No. 4
Agreement dated August 25,
2023 and Special Revenue
Note, Series 2023 in the
Principal Amount of
$9,750,000
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$564,835,000
9/28/2023
PA
Philadelphia
$15,940,000 9/28/2023 CO Denver
$12,210,000 9/22/2023 CO Denver
$112,905,000 9/14/2023 NY New Jersey
$2,036,840 8/23/2023 DE Delaware
$9,750,000 8/25/2023 CO Denver
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 41
Securities
Closing
Issuer
Ballard
Role
Issuer
Title
Amount
Date
State
Office
Bond
Colorado
$5,855,000 Colorado
$5,855,000
8/31/2023
CO
Denver
Counsel
Educational
Educational and Cultural
Disclosure
and Cultural
Facilities Authority Charter
Counsel
Facilities
School Revenue Bonds
Authority
(Loveland Classical Schools
Project) Series 2023
Bond
Cherrylane
$3,700,000 Cherrylane
$3,700,000
8/29/2023
CO
Denver
Counsel
Metropolitan
Metropolitan District (In the
District
City of Thornton) Adams
County, Colorado Taxable
(Convertible to Tax -Exempt)
Limited Tax (Convertible to
Unlimited Tax) General
Obligation Refunding Note
Series 2023
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Community Residential Revenue Bonds $300,000,000 8/15/2023
Development 2023 Series C (Non-AMT)
Administration (Social Bonds) and 2023
Maryland
Series D (Federally Taxable)
Department of
(Social Bonds)
Housing and
Community
Development
Housing and
Housing and Redevelopment $50,910,000
Redevelopment
Authority of the City of Saint
Authority of the
Paul, Minnesota Charter
City of Saint
School Lease Revenue
Paul,
Bonds (Community School
Minnesota
of Excellence Project) Series
2023
City of Saint
City of Saint Paul, Minnesota $29,500,000
Paul,
General Obligation Street
Minnesota
Reconstruction Bond Series
2023C
Housing and
Housing and Redevelopment $33,000,000
Redevelopment
Authority of The City of Saint
Authority of
Paul, Minnesota Multifamily
Saint Paul,
Housing Revenue Bonds
Minnesota
(The Balsam on Broadway
Project), Series 2023
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
MD Washington
D.C.
3/14/2023 MN Minneapolis
7/19/2023 MN Minneapolis
5/25/2023 MN Minneapolis
Securities
Closing Issuer Ballard
Role
Issuer
Title
Amount
Date State Office
Bond
City of Saint
City of Saint Paul, Minnesota
$93,415,000
4/6/2023 MN Minneapolis
Counsel
Paul,
Water Revenue Bonds
Minnesota
Series 2023A
Bond
City of Saint
City of Saint Paul, Minnesota
$1,165,000
5/31/2023 MN Minneapolis
Counsel
Paul,
General Obligation Capital
Minnesota
Note Series 2023E
Bond
City of Nicollet,
State of Minnesota Nicollet
$1,610,000
6/27/2023 MN Minneapolis
Counsel
Minnesota
County City of Nicollet,
Minnesota General
Obligation Improvement
Bond Series 2023A
Bond
District of
Multifamily Housing
$45,000,000
7/28/2023 DC Washington
Counsel
Columbia
Mortgage Revenue Bonds
D.C.
Housing
(Northwest One Phase II)
Finance
Series 2023
Agency
Bond
Philadelphia
$32,135,000 Philadelphia
$32,135,000
7/17/2023 PA New Jersey
Counsel
Authority for
Authority for Industrial
Industrial
Development Charter School
Development
Revenue Bonds (Tacony
Academy Charter School
Project) Series 2023 (Social
Bonds)
Bond
Blue Lake
Blue Lake Metropolitan
$6,462,000
7/13/2023 CO Denver
Counsel
Metropolitan
District No. 3 (In the Town of
District No. 3
Lochbuie) Weld County,
Colorado Taxable
(Convertible to Tax -Exempt)
Limited Tax (Convertible to
Unlimited Tax) General
Obligation Refunding and
Improvements Loan Series
2023
Bond
Franklin County
Taxable Healthcare
$6,340,000
5/1/2023 PA New Jersey
Counsel
Industrial
Revenue Bond, Series
Development
2014E (Waynesboro
Hospital Project)
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
Athens -Clarke
Redemption of
$3,919,792 6/26/2023 GA Atlanta
Counsel
County
$3,919,792.13 Outstanding
Industrial
Principal Amount of Athens -
Development
Clarke County Industrial
Authority
Development Authority
Taxable Refunding Revenue
Bonds (PBR, Inc. and Orient,
Inc. Project) Series 2011
Bond
The City of
Water and Wastewater
$110,072,475 6/1/2023 PA Philadelphia
Counsel
Philadelphia,
Revenue Bond, Series
Pennsylvania
2023A (Pennvest Loan -
Baxter Clearwell Basin
Project)
Bond
The Delaware
Revenue Bond (Wilmington
$45,000,000 5/25/2023 DE Delaware
Counsel
Economic
University Project) Series
Special
Development
2023
Counsel
Authority
Bond
Clayton Fire
Reissuance of 2013 Note,
$2,006,364 5/17/2023 DE Delaware
Counsel
Company No.1
2014 Note and the 2019
Note
Bond
Community
Residential Revenue Bonds
$150,000,000 5/11/2023 MD Washington
Counsel
Development
2023 Series A (Non-AMT)
D.C.
Administration
(Social Bonds) and 2023
Maryland
Series B (Federally Taxable)
Department of
(Social Bonds)
Housing and
Community
Development
Bond
Arizona Board
$72,855,000 Arizona Board
$189,400,000 5/10/2023 AZ Phoenix
Counsel
of Regents /
of Regents Arizona State
Arizona State
University System Revenue
University
Bonds, Tax -Exempt Series
2023A (Green Bonds),
$88,815,000 Arizona Board
of Regents Arizona State
University System Revenue
Bonds, Tax -Exempt Series
2023B and $27,730,000
Arizona
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 44
Role
Issuer
Title
Securities Closing Issuer Ballard
Amount Date State Office
Bond
Delaware
Water and Sewer Revenue
$115,000 4/25/2023 DE Delaware
j Counsel
Drinking Water
Bond (Lead Service Line
State Revolving
Inventory/Replacement -
Fund
Brandywine Court
Condominiums Project)
Series 2023A-SRF
Bond
Delaware
Water and Sewer Revenue
$60,000 4/25/2023 DE Delaware
Counsel
Drinking Water
Bond (Lead Service Line
1
State Revolving
Inventory Project) Series
Fund
2023B-SRF
Bond
l
The City of
2023 Extension of Credit
$100,000,000 4/25/2023 PA Philadelphia
Counsel
Philadelphia,
Facility and Liquidity Facility
Pennsylvania
- General Obligation Multi -
Modal Refunding Bonds,
Series 2009B
Bond
Montgomery
Montgomery County
$10,760,000 3/30/2023 PA Philadelphia
Counsel
County
Industrial Development
Borrower
Industrial
Authority Variable Rate
(Beneficiary)
Development
Revenue Bond (Foulkeways
1 Counsel
Authority
at Gwynedd) Series 2023A
` Bond
Montgomery
Montgomery County
$8,712,401 3/30/2023 PA Philadelphia
Counsel
County
Industrial Development
Borrower
Industrial
Authority Variable Rate
(Beneficiary)
Development
Revenue Bond (Foulkeways
Counsel
Authority
at Gwynedd) Series 2023B
Bond
Willow Springs
Willow Springs Ranch
$10,165,000 3/31/2023 CO Denver
Counsel
Ranch
Metropolitan District (In the
Metropolitan
Town of Monument) El Paso
District
County, Colorado Taxable
Junior Lien Limited Tax
General Obligation Bonds
Series 2023C(3)
Bond
Colorado
Colorado Educational and
$37,555,000 3/30/2023 CO Denver
n I Cou se
Educational
Cultural Facilities Authority
I
and Cultural
Education Facility Revenue
Facilities
Bonds (Leman Academy of
Authority
Excellence - Douglas
County, Colorado Campus
Project) Series 2023A and
I
I
Taxable Series 2023E
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
Arizona
$50,000,000, Arizona
Counsel
Industrial
Industrial Development
Development
Authority Education
Authority
Revenue Bond (KIPP
Nashville Projects), Series
2023A
Bond
District of
Multifamily Housing
Counsel
Columbia
Mortgage Revenue Note
Housing
(Alabama Avenue
Finance
Apartments Project) Series
Agency
2023
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds, Series 2023-141 D
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds, Series 2023-141 A,
Series 2023-141 B and
Series 2023-141 C
Bond
The Delaware
Wilmington Friends School
Counsel
Economic
Project, Revenue Bond,
Development
Series 2023
Authority
Bond
Delaware
Sewer Revenue Bonds,
Counsel
County
Series of 2023
Regional Water
Quality Control
Authority
Bond
California
California Community
Counsel
Community
Choice Financing Authority
Choice
Clean Energy Project
Financing
Revenue Bonds;
Authority
$791,550,000 Series 202313-
1 (Green Bonds) (Term
Rate) and $50,000,000
Series 20236-2 (Green
Bonds) (SOFR Index Rate)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$50,000,000
3/9/2023
TN
Minneapolis
$23,100,000 3/16/2023 DC Washington
D.C.
$68,835,000 2/17/2023 PA Philadelphia
$413,665,000 2/17/2023 PA Philadelphia
$46,300,000 1/10/2023 DE Delaware
$30,000,000 1/18/2023 PA Philadelphia
$841,500,000 1/27/2023 CA Baltimore
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
First Creek
First Creek Village
$9,781,000 12/22/2022 CO Denver
Counsel
Village
Metropolitan District Junior
Metropolitan
Lien Limited Tax General
District
Obligation Refunding and
Improvement Bonds Series
2022C(3)
Bond
Peak
Peak Metropolitan District
$102,570,000 12/21/2022 CO Denver
Counsel
Metropolitan
No. 3 Limited Tax General
District No. 3
Obligation Bonds Series
2022A-1 and Limited Tax
General Obligation
Convertible Capital
Appreciation Bonds Series
2022A-2
Bond
Fairfax County
Multifamily Housing
$2,722,000 12/15/2022 VA Washington
Counsel
Redevelopment
Revenue Bonds (Arrowbrook
D.C.
and Housing
Apartments Project) Series
Authority
2022
Bond
Community
Residential Revenue Bonds
$361,103,000 12/14/2022 MD Washington
Counsel
Development
2022 Series D (Non-AMT)
D.C.
Administration
(Social Bonds) and
Maryland
Residential Revenue Bonds
Department of
2022 Series E (Non-AMT)
Housing and
Community
Development
Bond
Sussex County,
General Obligation Bond
$1,840,400 12/16/2022 DE Delaware
Counsel
Delaware
(Countryside Hamlet Septic
Elimination Project), Series
2022E-S RF
Bond
Sussex County,
General Obligation Bond
$21,682,488 12/16/2022 DE Delaware
Counsel
Delaware
(Slaughter Beach Septic
Elimination Project), Series
2022F-SRF
Bond
Philadelphia
University Revenue Bonds
$200,000,000 11/30/2022 PA Philadelphia
Counsel
Authority
(Saint Joseph's University
Industrial
Project) Series 2022
Development
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
National
National Finance Authority
$88,233,000 11/9/2022 NJ New Jersey
Counsel
Finance
Multifamily Taxable
Authority
Mortgage -Backed Bonds (M-
TMBS)(Sustainable)
(Crossings at Brick Church
Station Project), Series 2022
(FN)
Bond
Maryland
Maryland Economic
$113,520,000 11/9/2022 MD Baltimore
Counsel
Economic
Development Corporation
Development
Senior Student Housing
Corporation
Revenue Bonds (Morgan
State University Project)
Series 2022A
Bond
City of Saint
City of Saint Paul, Minnesota
$8,543,000 10/28/2022 MN Minneapolis
Counsel
Paul,
General Obligation Street
Minnesota
Reconstruction Bond Series
2022C
Bond
Johnstown
Johnstown North
$8,025,000 11/2/2022 CO Denver
Counsel
North
Metropolitan District No. 2
Disclosure
Metropolitan
(In the Town of Johnstown)
Counsel
District No. 2
Larimer County, Colorado
$6,025,000 Limited Tax
General Obligation
Refunding and Improvement
Bonds Series 2022A and
$2,000,000 Subordinate
Limited Tax General
Obligation Refunding Bond
Bond
Susquehanna
$23,025,000 Airport System
$72,313,000 10/12/2022 PA Philadelphia
Counsel
Area Regional
Revenue Bond, Series
Airport
2022A (AMT) and
Authority
$49,288,000 Airport System
Revenue Bond, Series
2022E (Non-AMT)
Bond
The City of
Water and Wastewater
$7,545,605 10/12/2022 PA Philadelphia
Counsel
Philadelphia,
Revenue Bond, Series
Pennsylvania
2022F (Pennvest Loan - GSI
in Saunders Park,
Fairmount, South Philly and
Harrowgate)
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
The City of
Water and Wastewater
Counsel
Philadelphia,
Revenue Bond, Series
Pennsylvania
2022E (Pennvest Loan - GSI
in Packer Park, South Philly,
Overbrook, Lawndale, and
Holmesburg)
Bond
Kent County,
General Obligation Bond
Counsel
Delaware
(Biosolids Capacity
Expansion Project), Series
2022-SRF
Bond
Harmony
Harmony Technology Park
Counsel
Technology
Metropolitan District Tax
Park
Exempt- General Obligation
Metropolitan
Limited Tax (Convertible to
District
Unlimited Tax) Refunding
Loan Series 2020
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds, Series 2022-14OF
(Non-AMT)
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds Consisting of:
$30,175,000 Series 2022-
140C (Non-AMT),
$57,635,000 Series 2022-
140D (Federally Taxable)
and $12,515,000 Series
2022-140E (Federally
Taxable)
Bond
Pennsylvania
Pennsylvania Housing
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds $129,685,000 Series
2022-140A (Non-AMT)
(Social Bonds) and
$23,270,000 Series 2022-
140B (Federally Taxable)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$8,221,985
10/12/2022
PA
Philadelphia
$17,000,000 10/27/2022 DE Delaware
$12,415,000 9/2/2022 CO Denver
$50,000,000 9/28/2022 PA Philadelphia
$100,325,000 9/28/2022 PA Philadelphia
$152,955,000 9/28/2022 PA Philadelphia
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Securities
Closing Issuer Ballard
Amount
Date State Office
Bond
Housing and
$33,000,000 Housing and
$33,000,000
10/6/2022 MN Minneapolis
Counsel
Redevelopment
Redevelopment Authority of
Authority of the
the City of Saint Paul,
City of Saint
Minnesota Multifamily
Paul,
Housing Revenue Note
Minnesota
(Soul Project) Series 2022
Bond
Northampton
Modifications to
$90,000,000
8/31/2022 PA Philadelphia
Counsel
County General
Northampton County
PA
Purpose
General Purpose Authority
Authority
Hospital Revenue Bonds,
Series 2020 (Lehigh Valley
Health Network Obligated
Group)
Bond
Carbon County
Carbon County Hospital
$42,500,000
9/9/2022 PA Philadelphia
Counsel
Hospital
Authority Hospital Revenue
PA
Authority
Bonds, Series 2022A
(Lehigh Valley Health
Network Obligated Group)
Bond
Carbon County
Up to $42,500,000 Carbon
$42,500,000
9/9/2022 PA Philadelphia
Counsel
Hospital
County Hospital Authority
PA
Authority
Hospital Revenue Bonds,
Series 2022B (Lehigh Valley
Health Network Obligated
Group)
Bond
City of Saint
City of Saint Paul
$46,000,000
6/29/2022 MN Minneapolis
Counsel
Paul,
$46,000,000 Water Revenue
Minnesota
Note Series 2022
Bond
City of Saint
City of Saint Paul, Minnesota
$11,880,000
4/6/2022 MN Minneapolis
Counsel
Paul,
General Obligation Various
Minnesota
Purpose Bonds Series
2022A
Bond
City of Saint
City of Saint Paul, Minnesota
$7,675,000
9/14/2022 MN Minneapolis
Counsel
Paul,
Sewer Revenue Bonds
Minnesota
Series 2022E (Green Bonds)
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities
Closing Issuer Ballard
Role
Issuer
Title
Amount
Date State Office
Bond
Hillside at
Hillside at Castle Rock
$6,149,000
9/20/2022 CO Denver
Counsel
Castle Rock
Metropolitan District
Metropolitan
$5,070,000 Limited Tax
District
General Obligation Bonds
Series 2022A and
$1,079,000 Subordinate
Limited Tax General
Obligation Bonds Series
2022 B
Bond
Powhaton
Powhaton Community
$10,495,000
9/20/2022 CO Denver
Counsel
Community
Authority (Arapahoe County,
Authority
Colorado) Taxable
(Convertible to Tax -Exempt)
Limited Tax Supported
(District No. 2) Revenue
Refunding Note Series 2022
Bond
Community
Residential Revenue Bonds
$98,720,000
9/15/2022 MD Washington
Counsel
Development
2022 Series C (Federally
D.C.
Administration
Taxable) (Social Bonds)
Maryland
Department of
Housing and
Community
Development
Bond
Orchard Farms
Orchard Farms Metropolitan
$14,330,000
9/16/2022 CO Denver
Counsel
Metropolitan
District (In the City of
District
Thornton) Adams County,
Colorado Limited Tax
(Convertible to Unlimited
Tax) General Obligation
Refunding Loan Series 2022
Bond
Prince
Special Obligation Refunding
$38,785,000
9/14/2022 MD Washington
Counsel
George's
Bonds (National Harbor
D.C.
County,
Project) Series 2022
Maryland
Bond
Public Finance
Public Finance Authority
$13,500,000
9/12/2022 KS Denver
Counsel
Authority
Revenue Bond (Valley Hope
Association Project) Series
2021 Reissuance
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
The City of
Water and Wastewater
Counsel
Philadelphia,
Revenue Bonds, Series
Pennsylvania
2022C
Bond
The City of
Water and Wastewater
Counsel
Philadelphia,
Revenue Bond, Series
Pennsylvania
2022A (Pennvest Loan —
Flat Rock Dam Manayunk
Canal)
Bond
The City of
Water and Wastewater
Counsel
Philadelphia,
Revenue Bond, Series
Pennsylvania
2022B (Pennvest Loan -
Linear Assets Drinking
Water Line Replacement)
Bond
The City of
Water and Wastewater
Counsel
Philadelphia,
Revenue Commercial Paper
Pennsylvania
Notes consisting of Not to
Exceed $125,000,000 Series
A, Not to Exceed Series
$125,000,000 Series B and
Not to Exceed $150,000,000
Series C
Bond
Crystal Valley
Crystal Valley Metropolitan
Counsel
Metropolitan
District No. 2 Sub District (In
Disclosure
District No. 2
the Town of Castle Rock)
Counsel
Sub District
Douglas County, Colorado
$3,600,000 Limited Tax
General Obligation Bonds
Series 2022
Bond
National
$9,215,160 Revenue
Counsel
Finance
Refunding Bond (Melmark,
Authority
Inc. Project) Series 2022A
and $5,200,000 Revenue
Bond (Melmark, Inc. Project)
Series 2022B.
Bond
The Industrial
$5,455,000 The Industrial
Counsel
Development
Development Authority of the
Authority of the
County of Maricopa
County of
Education Revenue Bonds
Maricopa
(New Learning Ventures
Project), Series 2022A and
2022B (Federally Taxable)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$294,810,000
8/16/2022
PA
Philadelphia
$16,301,250 4/14/2022 PA Philadelphia
$35,861,985 7/26/2022 PA Philadelphia
$400,000,000 7/28/2022 PA Philadelphia
$3,600,000 8/23/2022 CO Denver
$14,415,160 8/12/2022 PA New Jersey
NC
MA
$5,455,000 7/28/2022 AZ Phoenix
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
Philadelphia
Charter School Revenue
Counsel
Authority for
Bonds (Green Woods
Industrial
Charter School Project)
Development
$19,155,000 Series 2022A
and $160,000 Series 2022E
(federally Taxable)
Bond
District of
Collateralized Multifamily
Counsel
Columbia
Housing Mortgage Revenue
Housing
Bonds (The Strand
Finance
Residences Project) Series
Agency
2022
Bond
Hawthorn
Hawthorn Metropolitan
Counsel
Metropolitan
District - Taxable
District No. 2
(Convertible to Tax -Exempt)
Limited Tax (Convertible to
Unlimited Tax) General
Obligation Refunding Loan
Series 2022
Bond
Colorado
Colorado Educational and
Counsel
Educational
Cultural Facilities Authority
Special
and Cultural
(Eagle Ridge Academy
Counsel
Facilities
Project) Charter School
Authority
Refunding and Improvement
Revenue Bonds Series
2022A and Federally
Taxable Series 2022B
Bond
Fairfax County
Multifamily Housing
Counsel
Redevelopment
Revenue Bonds (North Hill
and Housing
47 Project) Series 2022 and
Authority
Multifamily Housing
Revenue Bonds (North Hill
94 Project) Series 2022
Bond
District of
Multifamily Housing
Counsel
Columbia
Revenue Bonds (7428
Housing
Georgia Avenue Apartments
Finance
Project) Series 2022
Agency
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$19,315,000
8/8/2022
PA
New Jersey
$2,200,000
8/1/2022
DC
Washington
D.C.
$8,715,000 8/3/2022 CO Denver
$10,525,000 7/29/2022 CO Denver
$515,000 6/27/2022 VA Washington
D.C.
$16,300,000 6/30/2022 DC Washington
D.C.
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Bond
Counsel
Issuer Title Securities Closing Issuer Ballard
Amount Date State Office
The Borough of $13,174,000 Revenue $17,823,000 4/29/2022 PA New Jersey
Langhorne Refunding Bond (Woods
Manor Higher Services, Inc. Project) Series
Education and 2022A and $4,649,000
Health
Revenue Refunding Bond
Authority
(Woods Services, Inc.
Project) Series 2022B
Villages at
Villages at Johnstown
$16,935,000 6/30/2022
Johnstown
Metropolitan District No. 7 (in
Metropolitan
the Town of Johnstown,
District No. 7
Colorado) Limited Tax
General Obligation Bonds
Series 2022
Poudre Tech
Poudre Tech Metropolitan
$6,600,000 6/23/2022
Metropolitan
District acting by and
District
through its Water Activity
Enterprise - Loan
Agreement, dated as of June
23, 2022, and Related Water
Revenue Refunding and
Improvements Loan Series
2022
North Range
Subordinate Limited Tax
$4,451,000 6/22/2022
Metropolitan
General Obligation Bonds,
District No. 3
Series 2020B(3)
Wild Plum
Wild Plum Metropolitan
$8,455,000 6/13/2022
Metropolitan
District - Taxable
District
(Convertible to Tax -Exempt)
Limited Tax General
Obligation Refunding and
Improvements Loan Series
2022
Community
Residential Revenue Bonds
$149,000,000 6/15/2022
Development
2022 Series A (Non-AMT)
Administration
(Social Bonds) 2022 Series
Maryland
B (Federally Taxable) (Social
Department of
Bonds)
Housing and
Community
Development
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
CO Denver
CO Denver
CO Denver
CO Denver
MD Washington
D.C.
Role
Issuer
Title
Bond
Arizona Board
$68,190,000 System
Counsel
Of Regents
Revenue Bonds, Tax -
Arizona State
Exempt Series 2022a
University
(Green Bonds); $24,760,000
System Revenue Bonds,
Tax -Exempt Series 2022b;
$79,230,000 System
Revenue Bonds, Taxable
Series 2022c (Green Bonds)
Bond
Tartesso West
6,960,000 Tartesso West
Counsel
Community
Community Facilities District
Facilities
(City of Buckeye, Arizona)
District (City of
General Obligation Bonds,
Buckeye
Series 2022 (Bank Qualified)
Arizona)
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$172,180,000
4/27/2022
AZ
Phoenix
$6,960,000 5/19/2022 AZ Phoenix
Bond Velocity Velocity Metropolitan District $28,387,000
Counsel Metropolitan No. 5 (in the City of Aurora)
District No. 5 Adams County, Colorado -
Subordinate Limited Tax
General Obligation Bonds
Series 2022B
Bond
Counsel
Bond
Counsel
Bond
Counsel
6/7/2022 CO Denver
Pennsylvania
University of Pennsylvania $109,735,000 5/18/2022 PA Philadelphia
Higher
Health System Health
Education
System Refunding Revenue
Facilities
Bonds Series B of 2021
Authority
(Forward Delivery)
New Mexico
New Mexico Mortgage $90,000,000 5/24/2022 NM Philadelphia
Mortgage
Finance Authority single
Finance
Family Mortgage Program
Authority
Class I Bonds 2022 Series C
Bonds (Tax -Exempt) (Non
AMT)
Montgomery
Montgomery County Higher $5,505,000 4/29/2022 PA Philadelphia
County Higher
Education and Health
Education and
Authority (Commonwealth of
Health
Pennsylvania) Revenue
Authority
Bonds (AICUP Financing
Program - Gwynedd Mercy
University Project) Series
2022 U U 1
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Bond
Montgomery
Montgomery County Higher
Counsel
County Higher
Education and Health
Education and
Authority (Commonwealth of
Health
Pennsylvania) Revenue
Authority
Bonds (AICUP Financing
Program - Gwynedd Mercy
University Project) Series
2022 UU2
Bond
New Mexico
New Mexico Mortgage
Counsel
Mortgage
Finance Authority Single
Finance
Family Mortgage Program
Authority
Class I Bonds $100,000,000
2022 Series A (Tax -Exempt)
(Non-AMT) and $33,467,202
2022 Series B (MBS Pass -
Through Program) (Federally
Taxable)
Bond
Philadelphia
Philadelphia Authority For
Counsel
Authority of
Industrial Development
Borrower
Industrial
Museum Revenue Bonds,
(Beneficiary)
Development
Series 2022A (Philadelphia
Counsel
Museum of Art Project)
Bond
Colorado
Colorado Educational and
Counsel
Educational
Cultural Facilities Authority
Disclosure
and Cultural
(Belle Creek Charter School
Counsel
Facilities
Project) Charter School
Authority
Refunding Revenue Bonds
Series 2022A and Federally
Taxable Series 2022E
Bond
Dublin North
Dublin North Metropolitan
Counsel
Metropolitan
District No. 2 Taxable
District No. 2
(Convertible to Tax -Exempt)
Limited Tax General
Obligation Refunding Loan
Series 2022A-1 and Limited
Tax General Obligation
Refunding and
Improvements Loan Series
2022A-2
Securities
Closing
Issuer
Ballard
Amount
Date
State
Office
$9,080,000
4/29/2022
PA
Philadelphia
$133,467,202 2/23/2022 NM Philadelphia
$33,470,000 3/1/2022 PA Philadelphia
$6,250,000 5/11/2022 CO Denver
$5,170,000 5/4/2022 CO Denver
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
Ventana
Ventana Metropolitan District
$6,908,671 5/2/2022 CO Denver
Counsel
Metropolitan
(in the City of Fountain,
District
Colorado) Bond Anticipation
Note Series 2022
Bond
Colorado
Colorado Educational and
$6,275,000 4/29/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
Disclosure
and Cultural
(Mountain Song Community
Counsel
Facilities
School Project) Charter
Authority
School Revenue Bonds
Series 2022A and Federally
Taxable Series 2022E
Bond
Pennsylvania
Pennsylvania Higher
$9,930,000 4/12/2022 PA Philadelphia
Counsel
Higher
Educational Facilities
Educational
Authority $9,040,000
Facilities
Revenue Refunding Bonds
Authority
(Ursinus College Project)
Series A of 2022 and
$890,000 Revenue
Refunding Bonds (Ursinus
College Project) Federally
Taxable Series B of 2022
Bond
Colorado
Colorado Educational and
$8,990,000 4/27/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
Disclosure
and Cultural
(Mountain Sage Community
Counsel
Facilities
School Project) Charter
Authority
School Revenue Bonds
Series 2022A and Federally
Taxable Series 2022B
Bond
Castle Pines
Castle Pines Commercial
$4,545,000 4/21/2022 CO Denver
Counsel
Commercial
Metropolitan District No. 4
Metropolitan
(Douglas County, Colorado)
District No. 4
Limited Tax General
Obligation Refunding Loam,
Series 2022
Bond
Pennsylvania
Pennsylvania Housing
$207,760,000 3/30/2022 PA Philadelphia
Counsel
Housing
Finance Agency Single
Finance
Family Mortgage Revenue
Agency
Bonds Series 2022-138A
(Non-AMT) (Social Bonds)
BALLARD
SPAHR LLP I Bond
and Tax Counsel Statement of Qualifications
Role
Issuer
Title
Securities Closing Issuer Ballard
Amount Date State Office
Bond
Highlands
Highlands Metropolitan
$5,975,000 4/14/2022 CO Denver
Counsel
Metropolitan
District No. 3 (In the City and
District No. 3
County of Broomfield,
Colorado) Limited Tax
General Obligation Bonds
Series 2022
Bond
St. Paul Port
Tax -Exempt General
$16,040,000 4/6/2022 MN Minneapolis
Counsel
Authority
Obligation Bonds Series
2022-1 (Sustainability
Bonds); Taxable General
Obligation Bonds Series
2022-2 (Sustainability
Bonds)
Bond
Philadelphia
Philadelphia Authority for
$36,700,000 3/1/2022 PA Philadelphia
Counsel
Authority for
Industrial Development
Borrower
Industrial
Museum Revenue Bonds,
(Beneficiary)
Development
Series 2022C (Philadelphia
Counsel
Museum of Art Project)
Bond
Philadelphia
Philadelphia Authority for
$40,600,000 3/1/2022 PA Philadelphia
Counsel
Authority for
Industrial Development
Borrower
Industrial
Museum Variable Rate
(Beneficiary)
Development
Revenue Bonds, Series
Counsel
2022E (Philadelphia
Museum of Art Project)
Bond
Copperleaf
Copperleaf Metropolitan
$21,245,000 3/24/2022 CO Denver
Counsel
Metropolitan
District - $14,070,000
District No. 6
Taxable (Convertible to Tax
Exempt) Limited Tax
General Obligation
Refunding Loan Series
2022A-1 $2,375,000 Limited
Tax General Obligation
Improvements Loan Series
2022A-2; and $4,900,000
Subordinate Limited
Bond
Granary
Granary Metropolitan District
$18,768,000 3/31/2022 CO Denver
Counsel
Metropolitan
No. 4 - Limited Tax General
District No. 4
Obligation Bonds Series
2022(3)
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities
Closing Issuer Ballard
Role
Issuer
Title
Amount
Date State Office
Bond
Colorado
Colorado Educational and
$7,990,000
3/31/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
1 Disclosure
and Cultural
(CIVICA Career & Collegiate
Counsel
Facilities
Academy Project) Charter
Authority
School Revenue Bonds
Series 2022A and Federally
Taxable Series 2022B
I Bond
City of
Exempt Facilities Revenue
$320,000,000
4/7/2022 KY Philadelphia
Counsel
Henderson,
Bonds (Pratt Paper (KY),
Kentucky
LLC Project) Series 2022
{ Bond
Riverwalk
Special Revenue Bonds,
$69,937,000
3/22/2022 CO Denver
' Counsel
Metropolitan
Series 2022A and
District No. 2
Subordinate Special
Revenue Bonds, Series
2022B
Bond
Willow Bend
Willow Bend Metropolitan
$3,279,000
1/4/2022 CO Denver
Counsel
Metropolitan
District (in the City of
`
District
Thornton) Adams County,
Colorado - Junior Lien
f
I
Limited Tax General
Obligation Bonds, Series
2019C
{ Bond
Colorado
Colorado Educational and
$19,640,000
3/10/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
Disclosure
and Cultural
(Dora) Academy of Colorado
Counsel
Facilities
Project) Charter School
Authority
Revenue Bonds Series
2022A and Federally
,l
Taxable Series 2022B
Bond
New
$27,165,000 National
$27,165,000
1/31/2022 NV Philadelphia
Counsel
Hampshire
Finance Authority Federal
National
Lease Revenue Bonds (VA
Finance
Northwest Las Vegas Health
Authority
Care Center Project),
Federally Taxable Series
2022
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
Philadelphia
$5,115,000 Philadelphia
$5,765,000 2/23/2022 PA New Jersey
Counsel
Authority for
Authority for Industrial
Industrial
Development Charter School
Development
Revenue Refunding Bonds
(Imhotep Institute Charter
School Project) Series
2022A, $650,000
Philadelphia Authority for
Industrial Development
Charter School Revenue
Refunding Bonds
Bond
Montgomery
Montgomery County Higher
$672,750,000 2/2/2022 PA Philadelphia
Counsel
County Higher
Education and Health
Education and
Authority Thomas Jefferson
Health
University Revenue Bonds
Authority
Series 2022E
Bond
Colorado
Colorado Educational and
$32,790,000 2/10/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
Special
and Cultural
(New Vision Charter School
Counsel
Facilities
Project) - Charter School
Authority
Refunding and Improvement
Revenue Bonds, Series
2022A and Federally
Taxable Series 2022B
Bond
The City of
General Obligation
$17,168,332 1/21/2022 DE Delaware
Counsel
Rehoboth
Refunding Bonds, Series
Beach,
2022
Delaware
Bond
Third Creek
Third Creek Metropolitan
$24,387,410 1/26/2022 CO Denver
Counsel
Metropolitan
District No. 1 - Limited Tax
District Nos. 1-
General Obligation Bonds,
3
Series 2022A-1 and Limited
Tax General Obligation
Convertible Capital
Appreciation Bonds, Series
2022A-2
BALLARD SPAHR LLP I Bond and Tax Counsel Statement of Qualifications 60
Securities Closing Issuer Ballard
Role
Issuer
Title
Amount Date State Office
Bond
Colorado
Colorado Educational and $9,030,000 1/20/2022 CO Denver
Counsel
Educational
Cultural Facilities Authority
Disclosure
and Cultural
(Littleton Academy Charter
Counsel
Facilities
School Project) Charter
Authority
School Refunding and
Improvement Revenue
Bonds, Series 2022A and
Federally Taxable Series
2022 B
BALLARD SPAHR LLP 1 Bond and Tax Counsel Statement of Qualifications 61