May 22, Pamela Bailey-Campbell. Vice President - North America Infrastructure Consultancy Jacobs Engineering, Inc.

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May 22, 2013 Pamela Bailey-Campbell Vice President - North America Infrastructure Consultancy Jacobs Engineering, Inc.

Public Partners Arizona Department of Transportation Office of P3 Initiatives City of Flagstaff Project Description Relocation of ADOT s Flagstaff District offices, labs, leased facilities, Motor Vehicle Division offices Driving Force Behind P3 The City of Flagstaff s desire to improve local roadways requiring the relocation of current ADOT facilities ADOT had no funding to relocate ADOT LOCATION IN DOWNTOWN FLAGSTAFF IS A PRIME RETAIL LOCATION

Established By H.B. 2396 Allows DOT To Pursue Enhanced, Upgraded or New Facilities Including Facilities, Roads, Rail, Transit, Rest Areas Allows For Solicited & Unsolicited Projects Exempt From State Procurement Code Closely Follows Model Legislation Gives ADOT Significant Flexibility, Authority to Enter into Negotiations and Agreements

Selections on Best Value Basis Outlines Process for both Solicited and Unsolicited proposals If unsolicited, requires ADOT to solicit for competing proposals if they wish to move forward Allows for single or multi-phase procurement process Allows for Pre-Development Agreements Administered by the Office of P3 Initiatives, ADOT who will negotiate and award contract Guidelines can be found on www.azdot.gov

How it Started Discussions with City of Flagstaff and potential P3 participants to gauge interest The Big Question? Could a P3 deliver ADOT new facilities in exchange for valuable property? City of Flagstaff Involvement City decided to include an adjacent piece of property to enhance the value Also included option to construct the City s roadways (to maximize value and potentially accelerate their delivery as well) City of Flagstaff included on selection team

Develop and Issue RFQ/CP, Q&A Issued March 2012 Receive SOQ/CPs, Evaluate, Interview, Short- List May 2012 Draft RFCP & PDA Released, Q&A, Final RFCP & PDA August 2012 Negotiate & Enter Implementation Agreement, Deliver Project Complete PDA Scope, Sign PDA, Complete PDA Work Underway Now Receive & Review Proposals, Interview, Select Preferred Proposer Proposals December 2012 Selection February 2013

Both Proposers Submitted Multiple Options Selected Preferred Proposer & Preferred Option Vintage Partners Selected as Preferred Proponent with Redevelopment of Harkins Theater ADOT to Receive New Facilities Without Any Out of Pocket Costs Key Component is Successful Relocation of Harkins Within City of Flagstaff

DEVELOPMENT FIRM CHOSEN TO LEAD PROJECT, PROVIDE NEW LOCATION FOR ADOT FACILITIES Selected Vintage Partners, an Arizona-based development firm to move ADOT into new office space in Flagstaff, at no cost to the department, in exchange for ADOT s existing property at 1801 S. Milton Road. First-ever P3 - acquire new facilities for the agency, free up prime land for local redevelopment. Upon successful delivery of the new facilities, Vintage Partners will take ownership of the existing ADOT and city parcels and redevelop the land for commercial, retail, and possibly residential uses. Vintage will follow the regular city zoning and approval processes. Expected to take 3-5 years to complete all components: Harkins relocation, extensive renovation of the existing Harkins building, and the construction of the roadway improvements. This project is a great example of the value that a publicprivate partnership can bring to ADOT and the Flagstaff community, while creating a situation that benefits everyone, said ADOT Director John Halikowski. It shows how we worked through the challenges. Due to a lack of funding, ADOT would not have been able to accommodate the city s need for relocation or obtain new facilities to replace its 55-yearold workplace. Now, not only is the city able to proceed with its roadway improvements, but the project also opens up prime commercial property for redevelopment.

Public Partner Connecticut Department of Transportation Project Description P3 TOD for innovative delivery of replacement parking garage and associated improvements as part of TOD at the Stamford Transportation Center Driving Force Behind P3 Legislative mandate to maintain all parking spaces in service Developed under TOD statute not P3 statute

As defined in Section 13b-79kk of the Connecticut General Statutes, Transit Oriented Development means: The development of residential, commercial and employment centers within one-half mile or walking distance of public transportation facilities, including rail and bus rapid transit and services, that meet transit supportive standards for land uses, built environment densities and walkable environments, in order to facilitate and encourage the use of those services.

Maximize the continuous long-term revenue stream to the State Maximize revenue from State property State Set Parking Rates/Retains Revenues Minimize the State s financial contribution Delivery of Station Place and parking garage improvements Total of 1,000 spaces Provide a new Parking Access and Revenue Control System Operations and maintenance for the Replacement Garage and 2004 Garage for 3 years Provide connectivity to commuters between Replacement Garage and 2004 Garage Inclusion of a TOD component as defined in Section 13b-79kk of the Connecticut Statutes

Issue Number of Spaces Station Place Improvements Design and Construction Project Requirements Minimum of 1,000 spaces available for commuter parking 24/7/365 days First level of any replacement facility on Original Garage Site for Kiss and Ride, Taxis Improved traffic flow on Station Place; minimization of traffic disruption during the demolition of Original Garage 3-year maximum construction period Meet DOT Standards including High Performance Building Standards, Accommodate Electric Cars and Charging Stations

Issue Project Requirements O&M Include O&M during construction plus 3 years after completion Temporary Parking Parking Revenues DOT Financial Contribution Minimize Disruption to Commuters. Existing parking must be available at all times. ConnDOT set rates and retains all revenue Up to $35 million (including DOT costs) available for design, construction and oversight. Priority on minimizing State contribution

RFQ Released February 29, 2012 Four Development Teams Short-listed RFP Released July 13, 2012 Questions, Clarifications, One-on-one Meetings, Final Procurement Documents Proposals Received October 9, 2012 Technical Scoring then Financial Review Interviews and Clarifications October 2012 March 2013 Under Final Review

Public Partner ocolorado Department of Transportation - High Performance Transportation Enterprise Project Description New U.S. 36 Managed Toll Lanes otwo Separate Projects: Phase I DB and Phase II P3 Driving Force Behind P3 ophase I TIFIA Challenge Grant ophase II Finding Options to Finish the Project 16

PROJECT SCOPE P1: 10 miles from Pecos to Interlocken P2: 6 miles from Interlocken to Foothills Parkway Reconstruction of general purpose lanes Replace structurally deficient bridges Build one managed lane in each direction Start time of day tolls migrate to dynamic PROJECT STATUS P1: Design-Build began construction April 2012 Original Goal: Open project for toll collection by July 2015 Winning Proposer Ames Granite: Open for toll collection by January 2015 P2: Concession, preliminary selection April 2013 Goal: Open project for toll collection by December 2015 Winning Proposer Plenary Begin construction late 2013, open by end of 2015

Existing Typical Section Barrier 2 Proposed Typical Section 18

Concession Model 50 Years, Toll Revenue Risk Private Financing Possible Structure Roll in Phase 1 TIFIA loan New TIFIA Loan for Phase 2 PABs Minimum Subsidy: RTD, DRCOG, CDOT Scope Construction of 6 miles of Phase 2 Express Lane, Reconstruction of GP lanes between 88 th St and Table Mesa, Bridge & ITS Improvements Operations and maintenance of Managed Lanes on existing I-25 Express Lanes, US36 Phase 1 upon completion of DB contract and Phase 2 US36 Phase 1 and Phase 2 full lifecycle cost responsibility 19

2/3 of Phase II Project costs funded through private sector equity and non-recourse debt. P3 arrangement enables the project to be completed 20 years sooner than originally planned Operations and Maintenance for 50-year Term Entire US 36 corridor between I-25 and Table Mesa I-25 Express Lanes between downtown Denver and US 36 Routine O&M of all lanes, reimbursed for US36 GP Snow Removal of all lanes, reimbursement for US36 GP Long-term replacement obligations for all aspects of the Managed Lanes

Selected Plenary Roads Denver as the Concessionaire for 50-year Phase II agreement for the US 36 Express Lanes/Bus Rapid Transit project Plenary Roads The Plenary Group- team lead and managing partner Ames Construction, Inc.- construction Granite Construction- construction HDR- engineering design Transfield Services- maintenance Goldman Sachs- financial advisor

Proposals submitted March 2013 Contractor selected April 2013 Commercial close of contract May/June 2013 Financial close of contract October 2013 Construction begins Late 2013 Project open By end of 2015

Maximize the Potential Entrepreneurial Agency Seeks the Optimal Partner Commit to Success Know your goals and stick to them throughout Make the right investments in staffing the process Pick Pamela the right Bailey-Campbell partner and projects Make Vice President, sure the procurement Jacobs Engineering, process Inc. aligns North private America sector Infrastructure interest with Consultancy yours Phone: 303.820.4833 Email: pamela.bailey-campbell@jacobs.com Jacobs Engineering May 9, 2007