Project Profile: Pennsylvania Major Bridge Program

Throughout the State of Pennsylvania

Pennsylvania DOT and Bridging Pennsylvania Partners ("BPP"), a consortium comprised of Macquarie Capital and S&B USA Concessions.

N/A

Bridges, Roadway, and Related Infrastructure

The Major Bridge P3 Program is part of PennDOT's forthcoming Pathway’s initiative, which aims to find sustainable funding options to address the state's growing highway and bridge funding gap.

The Project entered into and effective as of December 22, 2022, by and between the Pennsylvania Department of Transportation, an executive agency of the Commonwealth of Pennsylvania, and Bridging Pennsylvania Developer I, LLC, a Delaware limited liability company.

The project will consist of the design, build, financing, and routine and life cycle maintenance of the following Bridges (as defined in the PDA) for nine bridges:

1. I-78 Lenhartsville Bridge Replacement Project (Berks County)
2. I-79 Widening, Bridges and Bridgeville Interchange Reconfiguration (Allegheny County)
3. I-81 Susquehanna Project (Susquehanna County),
4. I-80 Nescopeck Creek Bridges (Luzerne County),
5. I-80 North Fork Bridges Project (Jefferson County)
6. I-83 South Bridge Project (Dauphin County),
7. I-80 Over Lehigh River Bridge Project (Luzerne and Carbon Counties),
8. I-80 Canoe Creek Bridges (Clarion County), and
9. I-95 Girard Point Bridge Improvement Project (Philadelphia County), and

In September 2022 PennDOT announced only six of the nine bridge replacement projects will move forward.

$ 2,300 million

• $1,800 million - Private Activity Bonds (PABs); Security payment by availability payments from various state and federal funds. Issued by the Pennsylvania Economic Development Finance Authority
• $202 million Private Equity
• $150 million Interest Income from the Bonds
• $140 million from two PennDOT

Equity Provider

• Macquarie Asset Management, Equity Provider; 60% or $121.20m
• Shikun & Binui, Equity Provider, 40% or $80.80m

SPV

• Macquarie, SPV Financial Advisor
• Orrick Herrington & Sutcliffe, SPV Legal Advisor
• Schnader Harrison Segal & Lewis, SPV Legal Advisor

Grantor

• Ballard Spahr, Grantor Legal Advisor
• Bluebird Advisors, Grantor Financial Advisor
• CDM Smith, Grantor Technical Advisor
• Gannett Fleming Engineers & Architects PC, Grantor Technical Advisor
• Henningson, Durham & Richardson (HDR), Grantor Technical Advisor
• INTECH Risk Management, Grantor Insurance Advisor
• KPMG. Grantor Financial Advisor
• PFM, Grantor Financial Advisor
• WSP, Grantor Technical Advisor

Funder

• Altus Group, Funders Technical Advisor
• Greenberg Traurig Law (GT Law), Funders Legal Advisor
• Turner & Townsend, Funders Legal Advisor

Underwriter's Legal Advisor

• Mayer Brown, Underwriter's Legal Advisor

Bond arrangers

• JPMorgan, Underwriter ($940 million)
• Wells Fargo, Underwriter ($940 million)

• Bond Holders
• Bridging Pennsylvania Partners, Tax Exempt Asset Backed ($1,880.00 million)

Construction set to begin in September 2023 and to be completed between September 2027 to June 2028

Commercial close was reached between BPD1 and PennDOT on Nov. 29, 2022, and Financial Close on Thursday December 22, 2022

• Provide travelers, residents, and businesses with high-quality transportation infrastructure via alternative financing to address the “near- and long-term needs" of the state's bridges and other infrastructure
• Have direct positive impact on Pennsylvania residents, businesses, and the local economy, with the vast majority of the work being delivered by local Pennsylvania suppliers and contractors
• Public and private sector can truly partner to deliver critical infrastructure projects faster and more efficiently than any other alternative procurement process
• Accelerates a number of critical bridge projects,
• Creates jobs
• Secures a fair, sustainable, user fee-based funding source
• Leverages private sector innovation and investment in assets owned by PennDOT
• Ensures the continued stewardship of transportation assets to support the Commonwealth’s economic vitality and development
• Reduces collection costs through cooperation with Pennsylvania Turnpike Commission

• PennDOT Bridges P3 reaches financial close
• Major Bridge P3 Program;
• Bridging Pennsylvania Partners achieves key milestone in PA Major Bridge P3 Program;
• PennDOT Major Bridges P3 Sprints to Financial Close
• P3 Predevelopment Agreements;

Michael R. Bonini, Director of PennDOT's Public Private Partnership Office
mbonini@pa.gov
P3ForPA@pa.gov
717-772-4664
Alexis Campbell, PennDOT,
alecampbel@pa.gov or
717-783-8800

Larry S. Shifflet, Deputy Secretary for Planning
Michael Bonini, Director
Joseph Gurinko, AICP, Deputy Director
James Nicastro, Project Manager
Madelyn Vergos, Executive Assistant