[Federal Register Volume 73, Number 182 (Thursday, September 18, 2008)]
[Notices]
[Pages 54198-54200]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-21783]


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DEPARTMENT OF TRANSPORTATION

Federal Highway Administration

[Docket No. FHWA-2008-0128]


Credit Assistance for Surface Transportation Projects; Expedited 
Process for Execution of TIFIA Loans

AGENCIES: Federal Highway Administration (FHWA), (DOT).

ACTION: Announcement of template term sheet and template loan agreement 
for an expedited TIFIA loan process; notice and request for comments.

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SUMMARY: In order to more efficiently facilitate innovative financing 
transactions, the DOT intends to develop an expedited process for

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execution of TIFIA loans for certain eligible highway projects 
developed pursuant to concession agreements with senior bank and/or 
bond debt facilities. To the extent applicants choose to take advantage 
of the expedited process, utilizing standardized documents and terms, 
as well as meet standard closing conditions, the DOT will commit to 
execute a final loan agreement within 45 days of the applicant's 
agreement to all of the terms and conditions contained in a template 
term sheet and a template loan agreement, drafts of which are published 
for comment on the docket for this notice and at the TIFIA Web site 
listed below. In addition, the DOT seeks comment regarding which term 
sheet and loan terms would need to be amended to provide an expedited 
process and which terms need to be amended for eligible transit 
projects developed pursuant to concession agreements.

DATES: Comments must be received on or before October 20, 2008.

ADDRESSES: The template term sheet and template loan agreement for the 
expedited TIFIA loan process which are the subject of this notice can 
be viewed electronically at the docket established for this rulemaking 
at http://www.regulations.gov or on the TIFIA Web site at http://tifia.fhwa.dot.gov. Hard copies of the documents will also be available 
for viewing at the DOT address listed below.
    Mail or hand deliver comments to the U.S. Department of 
Transportation, Dockets Management Facility, Room W12-140, 1200 New 
Jersey Avenue, SE., Washington, DC 20590, or submit comments 
electronically at http://www.regulations.gov, or fax comments to (202) 
493-2251. Alternatively, comments may be submitted via the Federal 
eRulemaking Portal at http://www.regulations.gov (follow the on-line 
instructions for submitting comments). All comments should include the 
docket number that appears in the heading of this document. All 
comments received will be available for examination and copying at the 
above address from 9 a.m. to 5 p.m., e.t., Monday through Friday, 
except Federal holidays. Those desiring notification of receipt of 
comments must include a self-addressed, stamped postcard or you may 
print the acknowledgment page that appears after submitting comments 
electronically. All comments received into any docket may be searched 
in electronic format by the name of the individual submitting the 
comment (or signing the comment, if submitted on behalf of an 
association, business, labor union, etc.). Persons making comments may 
review DOT's complete Privacy Act Statement in the Federal Register 
published on April 11, 2000 (Volume 65, Number 70, Pages 19477-78), or 
you may view the statement at http://dms.dot.gov.

FOR FURTHER INFORMATION CONTACT: Mr. Mark Sullivan, TIFIA Joint Program 
Office (202) 366-5785, Mr. Marcus J. Lemon, Chief Counsel (202) 366-
0740, or Mr. Steven Rochlis, Office of the Chief Counsel (202) 366-
1395, Federal Highway Administration; 1200 New Jersey Avenue, SE., 
Washington, DC 20590. Office hours for the FHWA are from 7:45 a.m. to 
4:15 p.m., e.t., Monday through Friday, except Federal holidays.

SUPPLEMENTARY INFORMATION:

Electronic Access and Filing

    You may submit or retrieve comments online through the Federal 
eRulemaking portal at: www.regulations.gov. The Web site is available 
24 hours each day, 365 days each year. Electronic submission and 
retrieval help and guidelines are available under the help section of 
the Web site.
    An electronic copy of this document may also be downloaded from 
Office of the Federal Register's home page at: http://www.archives.gov/federal_register and the Government Printing Office's Web page at: 
http://www.gpoaccess.gov.

Background

    TIFIA was enacted in 1998 as part of the Transportation Equity Act 
for the 21st Century (TEA-21) (Pub. L. 105-178, June 1998). TIFIA 
established a Federal credit program which provides Federal credit 
assistance to major surface transportation projects of regional or 
national significance. In 1999, the DOT promulgated a rule implementing 
TIFIA (64 FR 29742, June 2, 1999), and amended the rule in 2000 (65 FR 
44936, July 19, 2000). Subsequently, in 2005, Congress enacted the 
Safe, Accountable, Flexible, Efficient Transportation Equity Act: A 
Legacy for Users (SAFETEA-LU) (Pub. L. 109-59, Aug. 10, 2005), which 
made a number of amendments to TIFIA.
    In enacting the original TIFIA legislation, Congress found that ``a 
well-developed system of transportation infrastructure is critical'' to 
the nation's economy, and it sought to ``attract new investment 
capital'' to transportation infrastructure projects. Congress further 
found that TIFIA could complement existing funding resources by filling 
``market gaps,'' thereby leveraging substantial private co-investment.
    To date, the DOT has provided almost $4.8 billion in TIFIA credit 
assistance to 15 projects representing almost $18.6 billion of 
infrastructure investment. Four TIFIA loans, including the three most 
recent TIFIA loans, have been executed with private companies for 
eligible highway projects developed pursuant to concession agreements 
with a public entity. In addition, TIFIA has recently experienced a 
sharp growth in demand for credit assistance, in large part because it 
has received several applications for highway projects developed 
pursuant to concession agreements as a result of State implementation 
of public-private partnership initiatives. The pipeline of expected 
TIFIA applications, which demonstrates that this demand is not likely 
to subside in the foreseeable future, is also dominated by these types 
of projects. In response to recurring concerns over the length of time 
associated with executing and closing loans for these types of 
projects, the DOT intends to offer certain borrowers the option of an 
expedited loan process or ``fast track,'' which would require such 
borrowers to accept certain standard loan terms set forth in template 
loan documents.

Expedited Loan Process and Template Loan Documents

    The statutory and regulatory requirements applicable to the TIFIA 
program will not be modified, amended, or supplemented for purposes of 
the expedited loan process. If an applicant wishes to take advantage of 
the expedited loan process, the applicant would be required to agree to 
the standard terms and conditions contained in a template term sheet 
(subject to negotiation of certain project specific terms, which must 
be separately negotiated for each transaction). The DOT would then 
commit to execute a loan agreement substantially similar to the 
template loan agreement, which is maintained on the TIFIA Web site, 
within 45 days of the applicant's signature accepting the term sheet. 
The expedited loan process will be subject to the DOT Credit Council 
and Secretary approving the loan. An applicant's decision to seek an 
expedited process will not affect the Department's decision to approve 
or disapprove credit assistance. Applicants are strongly encouraged to 
make use of this innovative process.
    For purposes of the expedited process, the DOT has developed a 
template term sheet for applicants requesting secured loans for 
eligible highway projects being developed pursuant to a concession 
agreement with senior bank and/or bond debt facilities. The template 
term sheet contains the key business terms to

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which the DOT would require the borrower to agree and certain project 
specific terms that must be separately negotiated for each transaction. 
The DOT expects that these terms may be modified periodically to 
reflect changes in TIFIA policies and practices. The DOT seeks public 
comment regarding the terms contained in the template term sheet. The 
template term sheet can be viewed at the docket established for this 
notice or at the TIFIA Web site at http://tifia.fhwa.dot.gov.
    The DOT has also developed a template loan agreement. In order to 
receive the DOT's commitment to an expedited process, an applicant must 
agree that the standard template loan agreement is acceptable in form 
and substance, subject only to modifications required to conform the 
agreement to the terms and conditions of the agreed upon term sheet. 
The DOT expects that these terms may be modified periodically to 
reflect changes in TIFIA policies and practices. The DOT seeks public 
comment regarding the terms contained in the template loan agreement. 
The template loan agreement can be viewed at the docket established for 
this notice or at the TIFIA Web site at http://tifia.fhwa.dot.gov.
    The DOT is aware that some of the terms in the template term sheet 
and template loan agreement may be unsuitable for transactions 
involving eligible transit projects. The DOT seeks public comment 
regarding which terms would need to be amended for transactions 
involving eligible transit projects developed pursuant to a concession 
agreement with senior bank and/or bond debt facilities.
    Should an applicant seek terms that deviate from those in the 
template term sheet or the template loan agreement, the DOT may still 
commit to an expedited process, but only after the revised terms have 
been agreed to by the DOT. Items that require the TIFIA JPO's due 
diligence review (e.g., traffic and revenue studies, senior loan 
documents, inter-creditor agreements, rating letters, etc.) do not need 
to be in final form for DOT to commit to the expedited process; 
however, DOT's commitment will be subject to receipt and due diligence 
analysis of final versions similar in every material respect to the 
draft versions reviewed by the JPO prior to the commitment.
    Projects that require material deviations from the terms in the 
template term sheet or the template loan agreement, as determined by 
the DOT in its sole discretion, would not be eligible for the expedited 
process. In these circumstances, the DOT will maintain the same 
approach to loan negotiations that has always characterized the TIFIA 
program.

    Authority: 23 U.S.C 315 and 23 U.S.C. 601-609; 49 CFR 
1.48(b)(6), 49 CFR Part 80.

    Issued on: September 12, 2008.
Thomas J. Madison, Jr.,
Federal Highway Administrator.
[FR Doc. E8-21783 Filed 9-17-08; 8:45 am]
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