Eagle Project Update

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Construction of Peña Bridge November 2012 Eagle Project Update Eagle P3 Project Update Rick Clarke Assistant General Manager, Capital Programs March 5, 2014

Regional Transportation District (RTD) Performs all transit operations and construction in the Denver region 1,025 buses and 153 Light Rail vehicles 47 miles of Light Rail RTD Light Rail 2

The RTD FasTracks Plan 122 miles of new light rail and commuter rail 18 miles of Bus Rapid Transit (BRT) service 31 new Park-n-Rides; more than 21,000 new parking spaces Voter approved (2004) sales tax Redevelopment of Denver Union Station 57 new rail and/or BRT stations Opportunities for Transit Oriented Communities 3

Eagle P3 Project East Rail Line offers 35-minute travel time to Denver International Airport Gold Line offers 25-minute travel time to Ward Road First segment of Northwest Rail: Station at 71 st /Lowell (4 miles shared with Gold Line) offers 11-minute travel time to Westminster 4

Eagle P3 Project Scope Overall capital cost $2.2 billion 36 miles of new electrified (25kV) commuter rail 37 major bridge structures 14 new stations plus Denver Union Station hub Commuter Rail Maintenance Facility 66 cars in married pair configuration (including 12 for N Metro) 29 at-grade crossings shared with Class 1 Railroads 5

Eagle P3 Project First transit P3 of this magnitude in the U.S. RTD retains ownership of assets 34-year DBFOM contract 6 years design/build 28 years operate/maintain Availability payments for 28 years RTD retains revenue risk and sets the fares 6

Eagle P3 Procurement Schedule August 2008 RFQ issued December 2008 Draft RFP Issued October 2009 RFP issued June 2010 Preferred concessionaire selected July 2010 Concession agreement executed August 2010 - Financial close and Phase 1 NTP August 2011 FFGA signed and Phase 2 NTP issued 7

Eagle P3 Project Financing Project Capital Budget $2.2 billion Private funds Private Activity Bonds - $396 million Concessionaire equity - $55 million Public funds FTA New Starts Full Funding Grant Transportation Secretary Ray LaHood at FFGA ceremony, August 2011 Agreement - $1.03 billion TIFIA Loan - $280 million Other federal grants - $57 million 8 RTD uses sales tax proceeds for balance

Success in Securing Federal Funds $1.03 billion in Full Funding Grant Agreements -2011 $280 million TIFIA loan awarded for Eagle P3 Has freed up cash for other projects Eagle was part of Penta P Program Streamlining Yes and No Favorable Treatment of Concessionaire Financial Contribution Ongoing Oversight 9

Why P3 RTD pursued concept of P3 in 2007 In response to financial challenges RTD had successful design-build experience (T-REX) RTD has extensive experience in contracting (bus and paratransit) service FTA launched their Penta P Construction of the Jersey cut-off bridge 10

Why P3? - Considerations Ability to be part of FTA s Public- Private-Partnership-Pilot-Program and facilitate FFGA Would allow RTD to spread the cost of the project over a longer time period (46 years) to address cash flow choke points RTD has a voter approved debt limit P3 financing could be considered private vs. public debt Private sector may be able to secure better financing terms Value for money Concessionaire better matches risk/reward to bring better overall value Gold Line: Major wall for raised alignment between I-76 and Federal Boulevard 11

12 Why P3? - Results Project is part of FTA s Public- Private-Partnership-Pilot Program (Penta P), which allowed accelerated review and other favorable treatment from FTA Later determined that a shorter (34 year) period was most advantageous to RTD Due to details of Colorado law (TABOR), RTD did have to commit some of its public bonding capacity to availability payments Used Private Activity Bonds (PABs), but public sector debt would be less Value for money Saved over $300 million from RTD estimate resulting in a very successful procurement Utah Junction bridge Nov 2013

P3 Procurement Lessons Learned Maintain a competitive field Provide a stipend Listen to concerns over risk allocation Allow for innovations Performance Specifications Alternative Technical Concepts (ATC) Ensure confidential communication between bidders and owner Follow procurement schedule Worker at Peoria Station Platform Foundation November 2012 13

P3 Procurement Lessons Learned Keep Board of Directors Informed Commitment of top agency staff Use specialized expertise Public outreach Follow procurement schedule Truly evaluate best value to owner Report available at http://www.rtdfastracks.com/ep3_5 14

15 P3 Delivery Lessons Learned Jurisdictions do not understand the constraints of a P3 Lock down scope and involvement early Lenders do not like changes Even simple design changes are perceived as increasing risk to a Concessionaire Complexities of dealing with multiple jurisdictions, railroads, airports, FTA, regulatory bodies, etc.

Project Status $814 million invested to date DBE/WIN Program Over 1,000 employees on the project Overall 55% complete Utilities, trackwork, structures well underway Vehicles in final assembly Project remains within budget and 2016 schedule Rail storage at Sand Creek yard December 2012 16

Construction Progress Gold Line Gold Line: Track installation along Ridge Road, looking east 17

Construction Progress East Rail Construction of the Sand Creek Commuter Rail Bridge November 2012 18

Construction Progress East Rail East Rail Line: Tracks laid along 78 th Avenue Big Cut alignment parallel to Runway 7/25 19

Construction Progress Denver Airport DIA south terminal redevelopment area showing rail station approach January 2012 20

Maintenance Facility Commuter rail maintenance facility, Dec. 26, 2013 21

Coordination with Adjacent Projects Denver Union Station $500 million design build project New Amtrak, light rail, commuter rail and regional bus terminal TIFIA and RRIF loans combined Tax increment financing on new development along with FasTracks funding used to pay loans Historic station being converted to a station/hotel/retail complex in a separate PPP 22

23 I-225 Unsolicited Proposal RTD held an industry forum in September 2011 to encourage innovate approaches from private industry RTD received an unsolicited proposal for the I-225 project in March 2012 Issued a competitive RFP and selected Kiewit in July 2012 for the remaining corridor Design-build contract NTP issued in August 2012 revenue service in 2016

North Metro Unsolicited Proposal RTD received an unsolicited proposal for the North Metro project in February 2013 Issued a competitive RFP in June Selected Regional Rail Partners in November 2013 Design-build contract NTP issued in December 2013 revenue service in 2018 North Metro project shares the maintenance facility and operations center 24

Questions? Pouring concrete for DUS underground bus concourse For more information on RTD s FasTracks program please visit http://www.rtd-fastracks.com 25