Local Taxes and Highway Tolls: The New Normal

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Local Taxes and Highway Tolls: The New Normal Los Angeles County Metropolitan Transportation Authority Public-Private Partnership Program August 16, 2012 Transportation and Infrastructure Summit Michael Schneider Managing Director

Los Angeles County County Population 10.2 Million 4,084 Sq. Miles 88 cities: 5.1 million people LA City: 4 million people Unincorporated County: 1.1 million people Larger than 42 states (Just behind Ohio)

Transportation Challenge Adding 2 million more people to the LA urban landscape Building further out increases trip length, travel time, and traffic impact on communities Sprawl creates undesirable environmental outcomes Creating diverse and smart transportation infrastructure is delivering on the promise

Metro Los Angeles County Metropolitan Transportation Authority Regional transportation planner Regional builder. for all of Los Angeles County Regional transit operator

Metro 73 Miles of Urban Rail 63 Rail Stations 225 Rail Cars

Metro 447 Miles of HOV Lanes

Metro Summary of Funding by Source Federal, State, & Local Grants 22.0% Local Sales Tax, STA & TDA 64.1% Passenger Fares & Advertising 10.3% Net Proceeds from Financing.08% Other 2.9%

Metro Summary of Expenses/Expenditures by Program Metrolink 1.8% Metro Rail 21.5% Municipal Operator & Paratransit 9.6% Sales Tax Local Return 8.9% Streets & Highways 9.7% Metro Bus 35.6% Debt Service 9.4% Other Governmental 3.5%

Metro Public-Private Partnership Program Multimodal and multipurpose Rail and highway projects Greenfield and brownfield projects Passenger and freight projects Leverage Measure R funds $35-$40 billion in local sales tax revenues Approved by 68% of voters in LA County in November 2008 More than $20 billion in potential P3 toll procurements in next 5 years

Public-Private Private Partnerships How can private capital including pension funds be be utilized to build, operate and maintain regional transportation projects in an optimal manner? How can public funds be leveraged in creative ways to make best use of private capital?

P3 Structures Considered Design-Build (DB) May include financing component (DBF) Design-Build-Maintain (DBM) May include financing component (DBFM) Design-Build-Operate-Maintain (DBOM) May include partial financing component (DBFOM) Toll Concession (DBFOM) Includes financing component Generally includes full or partial revenue risk

Metro P3 Program Objectives Developing projects integrated with existing transportation infrastructure Accelerating project delivery to improve service to Measure R taxpayers Reducing capital costs through contracting and construction efficiencies Reducing lifecycle/o&m costs through productivity improvements Leveraging tax proceeds, grant funding and other revenues through integrated financial engineering Allocating risk in design, construction and operation in most efficient manner

Metro P3 Advisory Team InfraConsult LLC Program Management/P3 Advisory Specialty Consultants HDR Inc. Engineering and Technical Advisory KPMG LLP Financial Advisory Nossaman LLP Legal Advisory Sharon Greene + Associates Strategic Planning and Funding Advisory

Focus on Project Life-Cycle Achieve accelerated project delivery Project activities in parallel Insure project quality throughout life cycle Private financial participation ( skin in the game ) Reduce risks Eliminate/lessen risk of project cost overruns/change orders Reduce public sector risks by strengthening project interfaces Compliment federal funding Achieve cost savings Operations - performance-related concessions and system availabilitybased contracting Capital - design and construction efficiencies Enhance cash flows Private financing mechanisms Leverage Measure R revenues and other public funding sources Utilize new funding sources Value creation and user revenue streams (e.g., transit-oriented development, road tolls)

Project Development Process An Imbedded and Programmatic Process for Selection and Implementation of Projects Utilizing a Variety of P3 Models PPP program plan; project screening criteria Project screening from LRTP project list Comprehensive analysis Optimum business case model and project benchmark criteria Project selection/ Board approval Marketing, industry forums, legislative actions RFQ or EOI Short list RFP preparation Preferred bidder Contract negotiation Signed contract; financial close Program Development Project Screening Strategic Assessment Business Case Development Procurement Planning Concession Agreements PROJECT SELECTION AND DEVELOPMENT PROJECT IMPLEMENTATION

LACMTA Projects Targeted For P3 Delivery Highways and Urban Rail Transit 16

Potential P3 Transit Projects 17

Transit Projects All three prospective projects are extensions of, or interline with, existing and currently operating rail lines The rail projects have significant Measure R funding and Westside Subway Extension and Regional Connector have federal New Starts grant support Crenshaw/LAX has a $540 million TIFIA award which is being managed through internal budgetary programs Rail Project P3 Recommendations The rail projects are recommended for design-build for all or parts of the respective capital construction programs Legacy operation and maintenance of the rail lines will continue under Metro operating auspices New transit lines with independent utility will likely be considered for DBFM or DBFOM delivery 18

Potential P3 Highway Projects High Desert Corridor Sepulveda Pass Corridor SR 710 North Gap Closure I-710 South Freight Corridor 19

High Desert Corridor 63-mile east west corridor from SR-14 to I-15 Board approved JPA/Partnering Agreement April 2010 Draft EIR/S Spring 2013 (DesertXpress adds 10 months) Estimated cost $2.7 billion

High Desert Corridor Nominal P3 Approach Delivery: DBFOM Central Segment (31 miles) DB East and West Segments Optional Apple Valley Segment Benefits of P3 Option: Could accelerate completion of HDC from SR-14 to I-15 by 4 years Could cut in half the need for public funding of capital costs Costs and Funding: $2.7 billion full project $1.3 billion P3 project (Central Section) Funding is insufficient for cost of capital development under any delivery option If public funding is available for East and West Segments, then Central Segment as P3 is feasible Status: EIR/S is underway by Caltrans (including all four segments, tollway alternatives and possible ROW for future High Speed Rail). Technical studies - Fall 2012 (including several previously completed studies) DEIR/S Spring 2013 DEIR/S March 2014 with DesertXpress

I-710 South Freight Corridor Improvement of 18+ miles of freeway: Four-lane exclusive tolled truck corridor, procured initially as a public-private partnership (availability payment model) Freeway widening to 10 lanes Improvement of most existing interchanges EIR/S Spring 2012 Estimated Cost: Truck Tollway - $4.5+ billion Total Project - $8.0+ billion

I-710 South Freight Corridor Nominal P3 Approach Phased Delivery: P3 freight corridor as a tolled truckway Early Action interchange projects continue as planned Freeway widening and other interchange improvements would be constructed afterward as funds become available Funding: Funding is insufficient for cost of capital development $2.5 billion of public funds needed up front to advance the freight corridor through right-of-way acquisition and construction P3 Option: DBFOM Freight Corridor 50-year concession Truck Tolls different for peak/off peak Reduced toll incentives for lowemission trucks P3 Benefits: Achieves much earlier traffic relief by shifting trucks onto the freight corridor (2021) Tolling revenue plus private financing could cover more than 80% of the truckway freight corridor costs Represents a neutral value for money

SR 710 North Gap Closure Extension of existing Long Beach Freeway to I-210 Proposed tunnel for significant portion of alignment Draft EIR/S Summer 2013 Estimated Cost: $2.3 billion (Phase 1) May be procured as a toll concession with full or partial revenue risk transfer to concessionaire

SR 710 North Gap Closure Nominal P3 Approach Project Assumptions: DBFOM Twin 60 diameter deep bore tunnels Approximately 21,000 alignment No intermediate interchanges 4 lanes in each direction Phased construction and opening of tunnel bores Schedule: ROD - 2014 Funding: Funding is insufficient for cost of capital development under a nominal delivery option Tolling and P3 delivery appear to provide adequate funding Phased opening of tolled tunnels increases financial feasibility P3 Benefits: Over 110 risk factors allocated Could accelerate completion by 4 years Represents a positive value for money

Sepulveda Pass Transit Corridor Rail and toll highway connection between the San Fernando Valley, Westside LA, and potentially LAX Feasibility study underway by Metro Staff Potential large-diameter tunnel containing 5-lane toll expressway and premium express automated fixed guideway transit system May be procured as a full concession, potentially utilizing a revenue risk model

Initial Metro P3 Toll Offering Several projects were selected for inclusion in a package for combined and coordinated delivery Objective: Explore potential for accelerating the delivery of a package of projects by bundling project costs and funding Projects include widening, managed lane (HOT) programs, soundwalls, etc. Total cost estimated at $700 million Metro s P3 team analyzed the bundle and determined that the so-called Highway/Goods Movement Package would yield value-for-money and other benefits if delivered as a P3 program

Highway/Goods Movement Package I 5 North Improvements (SR 14 to Parker) Sound Wall Package 11 Sound Wall Package 10 SR 71 Gap Project S:\PROJECT FILES\1225 MetroP3\HighwayGoodsMovement\LA Metro Highway Goods Movement Package 041612.docx

Summary of Bundled Projects An initial set of 8 projects was identified for inclusion in the analysis The table below shows the projects selected for the bundle All projects have either cleared environmental or are expected to before 2014 All projects have sources of funding between 2012 and 2030 Projects Construction cost (2012 $) Environmental status Programmed Funding YOE $ I-5 North Capacity Enhancement $378MM Cleared $410MM (Measure R) I-5 North Pavement Rehabilitation $73MM Cleared [$70MM] (SHOPP) SR-71 Gap: I-10 to Mission Blvd $79MM January 2013 SR-71 Gap: Mission Blvd to Rio Rancho Rd $150MM January 2013 Soundwall Package 10 $28MM Cleared Soundwall Package 11 $60MM Cleared $104MM (Prop C) $11MM (RIP/TCRP) $102MM (Prop C) $223MM (CMAQ/RIP) $131MM (Prop C / Measure R)

Project Screening HIGHWAY/GOODS MOVEMENT PACKAGE Screening was based upon Readiness Risk Affordability Interface Legal P3 opportunity Projects I-5 North Capacity Enhancement I-5 North Pavement Rehabilitation SR-71 Gap: I-10 to Mission Blvd SR-71 Gap: Mission Blvd to Rio Rancho Rd Construction cost (2012 $) Env. status Output from screening $378MM $73MM Cleared Cleared Include as one project. Explore HOT potential. Explore standalone approach. $79MM $150MM January 2013 Include as one January 2013 Soundwall Package 10 $28MM Cleared Soundwall Package 11 $60MM Cleared project within package approach. Include as one project within package approach.

Potential Investment Structure Metro Meas R Prop C SHOPP CMAQ RSTP RIP TCRP Direct investment Repayment 3 rd Party Investor

Accelerated Procurement Select projects for bundle Present to Metro Board (June 2012) Industry outreach (July 2012) Issue RFQ (September 2012) Shortlist proposers (October 2012) California Transportation Commission (December 2012) Issue RFP (February 2013) Receive proposals (June 2013) Commercial/Financial Close (December 2013) 32

Conventional and P3 Delivery Highway/Goods Movement Package Conventional Delivery P3 Delivery

Metro P3 Program: Next Steps Conduct industry outreach and one-on-one meetings for near-term projects Work with design teams to facilitate innovative project delivery methods Coordinate with USDOT and administrators to encourage project streamlining options i.e., SEP-15 (FHWA) and Penta-P (FTA) Coordinate with state agencies involved in SB 4 review, including highway program approvals by CTC Initiate develop procurement and concession planning processes and materials Complete all project business plans in Summer 2012 Procurement(s) in calendar years 2012-2015 September 2011