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1 ARIZONA COMMERCE AUTHORITY P3’S – EVOLUTION OF THE US MARKET April 4

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ARIZONA COMMERCE AUTHORITYP3’S – EVOLUTION OF THE US MARKET

April 4

CONTENTS

1. Plenary Introduction2. State of the US P3 Market3. Case Study examples4. Q&A

PLENARY GROUPOverview

3

PLENARY GROUP IS ONE OF THE LEADING SPECIALIZED GLOBAL P3 DEVELOPERS

IN OPERATION

UNDER CONSTRUCTION

TOTAL PROJECT CAPITALIZATION

PLENARY GROUP WORLDWIDE

2114

$24 b

PLENARY GROUP IS THE LEADING DEDICATED P3 DEVELOPER IN NORTH AMERICA

IN OPERATION

UNDER CONSTRUCTION

TOTAL PROJECT CAPITALIZATION

PLENARY GROUP NORTH AMERICA

1311

$12 b

NORTH AMERICA OFFICE LOCATIONS

6

VANCOUVERLOS ANGELES DENVER

TORONTO OTTAWA

VANCOUVER400 Burrard StreetSuite 2000Commerce PlaceVancouver, BC V6C 3A6604-638-3905

LOS ANGELES10100 Santa MonicaBlvd., Suite 410Los Angeles, CA 90067424-278 2173

DENVER1700 Lincoln Street, Suite 300Wells Fargo CenterDenver, CO 80203303-803-9452

TORONTO333 Bay St, Suite 4920Bay Adelaide CentreToronto, ON M5H 2R2416-309-2200

OTTAWA1929 Ogilvie RoadOttawa, ON K1J 0B9613-998-2257

US P3 MarketOverview

P3 PROGRAM IN THE US

8

“HIGH PROFILE” DBFO/M PROJECTSREACHING FINANCIAL CLOSE - 2015

9

PROJECT Size(US $ M) Location Financial Close

Date Sector Model

PennsylvaniaRapid Bridge Replacement

$900 PA Mar 18 TransportDBFOM /

Availability Payment

Portsmouth Bypass $554 OH Apr 9 Transport

DBFOM /Availability Payment

I-77 Managed Lanes $655 NC May 20 Transport

DBFOM /Demand

Risk

KentuckyBroadband $275 KY Sep 3 Telecommun

ications

Other /Availability Payment

Michigan Lighting $49 MI Aug 24 Social DBFOM /

Other

OTHER DEVELOPMENTS - 2015

10

PA Rapid Bridge Replacement - largest PABs issuance in US history ($721.5M)

Georgia enacted P3 legislation

TexDOT winds down its P3 unit

Texas establishes Center for Alternative Procurement

5-year transportation bill (cuts TIFIA, establishes office to support P3

Kentucky P3 legislation failed again

P3 legislation vetoed in New Jersey

“HIGH PROFILE” TRANSPORTATION AND SOCIAL PROJECTS EXPECTED TO REACH FINANCIAL CLOSE - 2016

11

PROJECT Size(US $ M) Location Financial Close

Date Sector Model

Long Beach Civic Center $298M CA April 2016 Social /Civic DBFOM

SH 288 $820M TX April 2016 Transport /Roads

DBFOM /Revenue Risk

I-285/SR 400 Improvements $460M GA April 2016 Transport /

Roads DBF

Maryland Purple Line Light Rail Transit Project $2,400 MD May 2016 Transport /

Light RailDBFOM /

APState Street Redevelopment $80-100M IN May 2016 Transport /

RoadsDBFOM /

APLa Guardia Airport Terminal Replacement Project

$3,930M NY May 2016 Transport /Airports

DBFOM/Other

Denver Great Hall $500M CO Summer 2016 Transport /Airports DBF?

UC Merced 2020 Campus Expansion $1,000M CA Late 2016

Social /Higher

Education

DBFOM /AP

OTHER PROJECTS SET TO REACH FC IN 2016

12

Louisiana Parish Wastewater Facility LSU Nicholson Gateway Project

Wayne State University Student Residential Facilities P3 San Antonio Water Project

Southport Marine Terminal Complex Corridor H

University of Kansas Campus SR 202

HIGH-PROFILE PROJECTSPOSSIBLY SET TO CLOSE IN 2017-18

13

PROJECT Size(US $) Location Stage Financial

Close Date Sector Model

I-66 $2,100M VA Shortlisted Proponents April 2017 Transport /

RoadsDBFOM /

Revenue Risk

I-70 East $1,170M CO RFP Summer 2017 Transport /Roads

DBFOM /AP

LAX APM $1,850-2,100M CA Expression of Interest Late 2017 Transport /

AirportDBFOM /

APSanta Clara Expedited Purified Water Program

$950M CA RFQ 2017 Environment /Water

DBFOM or Progressive

DB /Other

LAX CONRAC $850-1,000M CA Expression of Interest Early 2018 Transport /

AirportDBFOM /

APSan Diego Airport Cargo Facilities

$173M CA RFQ TBD Transport /Airport

DBFO /Demand Risk

Miami-Beach LRT $150M FL RFP TBD Transport /

Light RailDBFOM /

APPasco County Courthouse TBD FL RFQ TBD Social /

JusticeDBFOM /

AP

OTHERS POSSIBLY MOVING TO PROCUREMENT – 2016/2017

14

Chatham County Courthouse I-395 Corridor P3 (FL)

Michigan Pumping Stations Fargo/Moorehead Channel Diversion Project

South Dade Wastewater Treatment Plant

Miami-Dade Biosolids Processing Facility

Miami-Dade Courthouse Newark Terminal P3Los Angeles Convention Center Los Angeles Streetcar

Interstate Lighting (VA) VA Route 460/54/13 ConnectorCustomer Service Facilities (VA) Sagamore Bridge Twinning

Route 3 Express Lanes (MA) South Suburban Airport (Chicago)

OTHER DEVELOPMENTS WORTH WATCHING THIS YEAR - 2016

15

Election outcomes

Opening of Denver FasTracks Eagle Light Rail project

LA County “Measure R2”

California’s P3 statute set to expire December 31 unless extended

Public sector educational initiatives (AIAI P3Direct, NASPO, PBBC and more)

WHAT MIGHT HAPPEN

16

0

2

4

6

8

10Number of Deals Closed

**Based on Projects in Active Procurement

**Projected

LIFE-CYCLE P3 DELIVERY (DBFO/M)

IS IT “REAL” THIS TIME?

17

It’s better understood It’s national - a majority of states now authorize P3 delivery Increasingly “bi-partisan” More Federal policy-making (WH, Congress, USDOT, FHWA, Treasury) Locals are leading the way Availability-payment models gaining traction Traditional funding continues to slide (a mixed message) No meaningful alternatives emerging Utilized – slow but steady growth in projects in procurement and reaching FC

CASE STUDY EXAMPLESMelbourne Convention CenterLong Beach Civic CenterPA BridgesUC MercedState Street

19

MELBOURNE CONVENTION CENTRE

• $370 MILLION GOVERNMENT INVESTMENT

• FINANCING, DESIGN, CONSTRUCTION AND MAINTENANCE OF NEW WORLD CLASS CONVENTION CENTRE

• 5000-seat flexible plenary hall• Banquet Hall for up to 1,500pax and

4,800 sqm meeting rooms and extensive pre-function spaces (e.g. main foyer)

• INTEGRATION WITH EXISTING EXHIBITION CENTRE

• Including future expansion• BRIDGE LINKING NORTH AND SOUTH

RIVER BANKS• COMMERCIAL DEVELOPMENT

THE BRIEF – WHAT GOVERNMENT WANTED

20

• A NEW LANDMARK FOR MELBOURNE

• LOCATION OF LOADING SERVICES AND BACK OF HOUSE

• FLEXIBLE AND FUNCTION PLENARY HALL

• Sub-dividable• Gala seating

• PRECINCT DEVELOPMENT• Hilton Hotel• Commercial retail and shopping• Food and Beverage precinct

• SIX STAR DESIGN RATING

WHAT PLENARY DELIVERED

21

MCCD: VALUE FOR MONEY

22

A$m

MCCD 590

Hilton Hotel 150

Commercial development 750

TOTAL 1,490

Investment by the State 370

Value for money 1,120

THE NEW LONG BEACH CIVIC CENTER

23

PROJECT DESCRIPTION

• Plenary-Edgemoor Civic Partners was awarded the exclusive right to negotiate the DBFOM of a new civic center with the City of Long Beach in December 2014

• The public portion of the project will include the delivery of a new City Hall, Port of Long Beach Headquarters building, revitalized Lincoln Park, and a new downtown library

• In addition, a mixed-use development will occur on the unused portions of the site

• PECP came up with a creative financial solution that builds all of the public scope at the current level of annual expenditures

Consortium Plenary-Edgemoor Civic Partners

Financial Close April 2016 (est.)

Status Preferred Proponent

Project Value $494 million

24

PROJECT SITE

PROJECT OVERVIEW

25

Design, build, operate, finance and maintain (40 year operating term post-construction) the new City Hall, new Main Library and revitalized Lincoln Park for the City of Long Beach

Design, build, operate, finance (construction only) and maintain (limited scope) a new headquarters for the Port of Long Beach

Develop three parcels of property (to contribute to the revitalization of the downtown area and to subsidize the delivery of the civic components)- 3rd and Pacific Street – Separate block (0.89 acres)- Mid-block North – 1st Street- Mid-block South – Ocean Boulevard

PECP DESIGN CONCEPTS

26

PECP RENDERING – MASSING

27

NEW CITY HALL & PORT HQ

28

PENNSYLVANIA RAPID BRIDGE REPLACEMENT PROJECT

29

PROJECT DESCRIPTION The scope of the project includes

design, construction, finance, and maintenance of 558 bridges across the commonwealth, which constitutes over 10% of Commonwealth bridges classified as structurally deficient

Financing for the project includes $793 million of long term bonds, $58 million of equity, and $259 million of milestone and availability payments during construction; bonds and equity will be repaid during the 25 year operations period

PennDOT has estimated it will save 20% on the cost of each bridge by utilizing this method, and the bridges will be replaced years sooner than otherwise possible

This is the first bundled bridge P3 in the U.S.

KEY STATISTICS

Project Value U$967 million

Consortium Plenary Walsh Keystone Partners

Financial Close

March 2015

Substantial Completion

December 2017

Status Construction

UC MERCED 2020 PROJECT

30

PROJECT DESCRIPTION The 2020 Project will provide

significant amounts of new teaching and research facilities, housing, athletics and support space for UC Merced

The campus currently enrolls 6,200 students, and campus infrastructure cannot support the expected 10,000 by 2020

The project calls for a single private development team to design, build, operate and maintain the broad slate of facilities through a single long-term contract

The selected developer will also provide partial financing to supplement state and UC funding

The full site is 219 acres, including 136 acres of undeveloped land

The 2020 Project would be the first DBFOM model used for an educational facility anywhere in the United States

KEY STATISTICS

Project Value >U$1 billion

Consortium TBD

Financial Close

Est. Mid 2016

Substantial Completion

2020

Status RFP

STATE STREET REDEVELOPMENT PROJECT

31

PROJECT DESCRIPTION The City of West Lafayette,

Indiana, and Purdue University are partnering to advance the Project

State Street historically led as the main thoroughfare leading to and through downtown West Lafayette and Purdue University

With the completion of the 231 bypass, the road is no longer a state highway and is under local control; this designation allows for the refocusing on resident, business and student needs

One goal is to transform State Street into a safe, pedestrian-friendly hub complete with extra-wide sidewalks, greenspaces and ample bike paths

A second goal is to demonstrate how an alternative project delivery method can be devised and implemented successfully at the local level for public roadway improvements

KEY STATISTICS

Project Value U$120 million

Consortium Plenary Roads, Rieth-Riley Construction Co,Janssen & SpaansEngineering

Financial Close

Early 2016

Substantial Completion

2018

Status Construction

CONTACT

Mike MarascoCEO Plenary Concessions

(424).278-2180

[email protected]

32

PLENARY GROUPOverview

33

PLENARY GROUP IS ONE OF THE LEADING SPECIALIZED GLOBAL P3 DEVELOPERS

IN OPERATION

UNDER CONSTRUCTION

TOTAL PROJECT CAPITALIZATION

PLENARY GROUP WORLDWIDE

2114

$24 b

PLENARY GROUP IS THE LEADING DEDICATED P3 DEVELOPER IN NORTH AMERICA

IN OPERATION

UNDER CONSTRUCTION

TOTAL PROJECT CAPITALIZATION

PLENARY GROUP NORTH AMERICA

1311

$12 b

NORTH AMERICA OFFICE LOCATIONS

36

VANCOUVERLOS ANGELES DENVER

TORONTO OTTAWA

VANCOUVER400 Burrard StreetSuite 2000Commerce PlaceVancouver, BC V6C 3A6604-638-3905

LOS ANGELES10100 Santa MonicaBlvd., Suite 410Los Angeles, CA 90067424-278 2173

DENVER1700 Lincoln Street, Suite 300Wells Fargo CenterDenver, CO 80203303-803-9452

TORONTO333 Bay St, Suite 4920Bay Adelaide CentreToronto, ON M5H 2R2416-309-2200

OTTAWA1929 Ogilvie RoadOttawa, ON K1J 0B9613-998-2257

PLENARY APPROACH

37

Plenary Group’s successful track record is based on extensive P3 financing/structuring experience, maintaining relationships, aligning interest, substantive value-add, and taking a long-term strategic perspective.

Plenary Group’s model of long term, active ownership, supported by effective project delivery, provides future additional competitive advantage

Success has been evident where Plenary has a leadership and structuring role

Equity capacity enhanced by committed funding from institutional partners

Attributed to:

Strong committed partner relationships – construction, operations, consultants

High quality team with constant focus on innovation

Competitive approach

Focus on full service model through all phases of project

One of the largest issuers of P3 capital markets debt

PLENARY SUCCESS

Assume the role of project developer and sponsor

Own and actively manage projects for their duration

Provide in-house project management expertise both pre and post bid

Take responsibility for all financial structuring and financing (commercial structuring, debt competitions, financial modeling, rating process, due diligence and advisor management)

PLENARY APPROACH

PLENARY GROUP NORTH AMERICA –PEOPLE AND GROWTH

38

Acknowledged leaders, strong team ethos

Plenary Group's North American team now comprises more than 80 full-time staff, bringing leading market expertise in creating outstanding public infrastructure

Building on strong Origination, Project Delivery (design, construction and operations) and Finance and Administration continue to grow as our projects increase in number and move through the delivery phase

Plenary has grown the value of its portfolio of infrastructure projects in North America to $11 billion, in various stages of development

32%

38%

30%

Finance & Admin

Origination

Project Delivery

0

20

40

60

80

$0.0 B

$5.0 B

$10.0 B

$15.0 B

2007 2008 2009 2010 2011 2012 2013 2014 2015

Sta

ff

Pro

ject

$

Social Civil Staff

39

Ontario Driver Examination ServicesToronto, Ontario, Canada

Peel Memorial Centre for Integrated Health and WellnessBrampton, Ontario, Canada

Pennsylvania Rapid Bridge Replacement ProjectPennsylvania, United States

SH 183 Managed LanesDallas and Tarrant Counties, Texas, United States

St. Joseph's Healthcare HamiltonHamilton, Ontario, Canada

Swift Current Long Term Care CentreSaskatchewan, Canada

Thunder Bay Consolidated CourthouseThunder Bay, Ontario, Canada

US 36 Managed Lanes ProjectColorado, United States

Waterloo Light Rapid TransitWaterloo Region, Ontario, Canada

Operational Under Construction

Okanagan Correctional CentreOliver, British Columbia, Canada

NORTH AMERICAN PORTFOLIO

State Street Redevelopment ProjectWest Lafayette / Purdue UUnited States

Long Beach Civic CenterLong Beach CAUnited States

40

BC Cancer Agency Centre for the NorthPrince George, British Columbia, Canada

Bridgepoint HospitalToronto, Ontario, Canada

CSEC Long-Term Accommodation ProjectOttawa, Ontario, Canada

Disraeli BridgesWinnipeg, Manitoba, Canada

Humber River HospitalToronto, Ontario, Canada

Interior Heart and Surgical CentreKelowna, British Columbia, Canada

Metrolinx East Rail Maintenance FacilityWhitby, Ontario, Canada

Milton District HospitalMilton, Ontario, Canada

MGS New Data CentreGuelph, Ontario, Canada

NHS Health Care Complex and Walker Family Cancer CentreNiagara, Ontario, Canada

North Bay Regional Health CentreNorth Bay, Ontario, Canada

Operational Under Construction

Archives of OntarioToronto, Ontario, Canada

NORTH AMERICAN PORTFOLIO

PLENARY GROUP NORTH AMERICA PROJECTS

EAST RAIL MAINTENANCE FACILITY

42

PROJECT DESCRIPTIONThe Greater Toronto and Hamilton Area continues to grow at a rapid pace, requiring ongoing expansion of the commuter rail service, operated by Metrolinx.

Plenary Infrastructure was selected through a competitive process to deliver a new maintenance facility for Metrolinx’s commuter rail network.

The facility includes approximately 500,000 ft² of new buildings. The project also includes tracks and storage for thirteen 12-car passenger trains; built-in capacity to store an additional nine passenger trains for future use; stations to repair, maintain, fuel, wash and power GO trains; staff and visitor parking; and sustainable design and construction features

KEY STATISTICS

Total Project Cost

$859.2 million

Total Financing

$432 million

Consortium Plenary Infrastructure (Plenary Group, Kiewit Canada Development Corp., Bird Capital LP, Bird Design-Build Construction, Peter Kiewit Infrastructure, Stantec, Arup, Honeywell, Toronto Terminals Railway)

Financial Close

March 2015

Target Completion

End of 2017

Status Under Construction

MILTON DISTRICT HOSPITAL

43

PROJECT DESCRIPTIONPlenary Health was selected by Halton Healthcare to deliver its Milton District Hospital redevelopment project. The expansion will add 330,000 ft² of space to the existing 125,000 ft²hospital and improve access to local healthcare.

The redevelopment will include an expansion of emergency and surgical services, medical/surgical inpatient units, critical care, maternal newborn and diagnostic imaging and support services; doubling inpatient bed capacity; eighty per cent single-patient rooms for improved infection prevention and control and to provide increased patient privacy and a quieter healing environment; the addition of the hospital’s first Magnetic Resonance Imaging (MRI) machine; a Level 2A Special Care Nursery with capacity for eight bassinettes in the Maternal Newborn Unit.

KEY STATISTICS

Total Project Cost

$512 million

Total Financing

$212 million

Consortium Plenary Health (Plenary Group, PCL Investments Canada, PCL Constructors Canada, B+H Architects, RTKL Associates, Johnson Controls, and RBC Capital Markets)

Financial Close

March 2015

Target Completion

Spring 2017

Status Under Construction

HUMBER RIVER REGIONAL HOSPITAL

44

PROJECT DESCRIPTIONThe new acute care hospital of approximately 1.7 million gross ft², will operate 656 beds in 2015/2016, expanding to 722 beds by 2025/2026.

The project will encompass a 14 storey tower, a separate central utility plant and two parking structures.

The HRRH Project will require approximately 2,000 parking spaces, to be provided through the two parking structures and some surface parking. The new hospital will be LEED Silver certified.

KEY STATISTICS

Total Project Cost

$1.4 Billion

Total Financing

$1.1 Billion

Consortium Plenary Group, Innisfree, PCL, Johnson Controls

Financial Close

September 2011

Target Completion

May 2015

Status Operational

NHS HEALTH-CARE COMPLEX

45

PROJECT DESCRIPTIONThe new hospital procured by Niagara Health System is 970,000 ft², 375 bed facility.

The new building will provide a full range of hospital services including acute, critical inpatient, surgical, emergency and ambulatory care.

Offer a number of services first time in the Niagara Region such as the diabetes centre, regional cancer centre, cardiac catheterization, chronic kidney disease centre and long-term mental health care.

KEY STATISTICS

Total Project Cost

$759 Million

Total Financing

$535 Million

Consortium Plenary Group, PCL, Johnson Controls

Financial Close

March 2009

Target Completion

November 2012

Status Operational

BRIDGEPOINT HOSPITAL REDEVELOPMENT

46

PROJECT DESCRIPTIONMulti-storey building, approximately 780,000 ft². Hosting a 472 bed public hospital.

Inpatient rooms, ambulatory care facilities and administrative, parking, education and research space.

Designed to serve patients living with complex chronic disease and disability and/or who are in need of rehabilitation services from the Greater Toronto Area, and across Canada.

The Project includes the renovation of the existing historic Don Jail building (to be used by Bridgepoint Hospital as administrative space) and construction of a link to the new hospital building.

KEY STATISTICS

Total Project Cost

$622 Million

Total Financing

$450 Million

Consortium Plenary Group, PCL, Johnson Controls

Financial Close

August 2009

Target Completion

February 2013

Status Operational

NORTH BAY REGIONAL HEALTH CENTRE

47

PROJECT DESCRIPTIONA joint redevelopment project between the North Bay General Hospital (“NBGH”) and the Northeast Mental Health Centre (“NEMHC”).

Each offers its own facility on a common 80-acre Greenfield site and provides state of the art acute care and long-term mental health care.

The NBGH component of the facility is approximately 525,000 ft² and accommodates 275 acute care beds and support services.

The NEMHC component is approximately 150,000 ft² and accommodates 113 specialized and forensic mental health beds and associated outpatient services.

KEY STATISTICS

Total Project Cost

$551 Million

Total Financing

$420 Million

Consortium Plenary Group, PCL, Johnson Controls

Financial Close

March 2007

Target Completion

June 2010

Status Operational

ST. JOSEPH’S HEALTHCARE HAMILTON

48

PROJECT DESCRIPTION Mental health and addiction

hospital in Hamilton, Ontario that provides an integrated approach to education, research and clinical care.

305 mental health and addiction inpatient beds, mental health and medical outpatient clinics, clinical support, administrative and facility support functions, and education and research space.

New 830,000 ft² hospital and

36 months to complete

KEY STATISTICS

Total Financing

$405 million

Consortium Plenary Health

Financial Close

December 2010

Substantial Completion

December 2013

Status Operational

BC CANCER AGENCY CENTRE FOR THE NORTH

49

PROJECT DESCRIPTIONThe Centre for the North in Prince George BC will bring cancer care and treatment services closer to home for patients and families living in northern BC.

The 54,300 ft² facility will include two linear accelerators used in the delivery of radiation therapy, a CT simulator, a chemotherapy treatment unit, a pharmacy, general outpatient clinics, professional staff offices, and a parking structure.

KEY STATISTICS

Total Project Cost

$72.2 Million

Total Financing

$68 Million

Consortium Plenary Group, PCL, Johnson Controls

Financial Close

December 2009

Target Completion

September 2012

Status Operational

INTERIOR HEART AND SURGICAL CENTRE

50

PROJECT DESCRIPTIONThe Centre is the newest addition to the Kelowna General Hospital. It will provide a permanent home for the Hospital’s Cardiac program.

The 152,000 ft² facility will include capacity for 15 operating rooms, two being dedicated to cardiac operations.

The new, three storey facility will house the pre- and post-operating patient areas, a cardiac intensive care unit and the central sterilization and reprocessing department for the entire hospital campus. Once operational, the IHSC will provide clinical space for up to 600 open heart procedures per year.

KEY STATISTICS

Total Project Cost

$110 Million

Total Financing

$80 Million

Consortium Plenary Group, PCL, Johnson Controls

Financial Close

June 2012

Target Completion

March 2015

Status Operational

PEEL MEMORIAL CENTRE FOR INTEGRATED HEALTH AND WELLNESS

51

PROJECT DESCRIPTIONPeel Memorial Centre will be a state of the art, LEED® Silver certified facility delivering care through an inter-professional and innovative partnership model.

Osler’s health and wellness vision for a systems based approach includes; excellence in Rehabilitation and Seniors Health, Mental Health and Addictions and Women’s and Children’s Health. This is supported by urgent care, ambulatory surgery and diagnostic services.

The new 591,000 square foot health care centre, which also features 565 below grade parking spaces, is scheduled for occupancy in late 2016.

KEY STATISTICS

Total Project Cost

$491 million

Total Financing

$223 million

Consortium Plenary Health

Financial Close

May 2014

Target Completion

Summer 2016

Status Construction

ARCHIVES OF ONTARIO

52

PROJECT DESCRIPTIONThe Archives of Ontario project involved the development of a new 130,000 ft2 archives facility at York University's campus in Toronto, Ontario.

The new, self-contained, academic research facility houses over $400 million in archive collections owned by the Province of Ontario and meets international archival standards. The connected York Research Tower rises above the Archives of Ontario and occupies the rest of the building complex.

In its fifth year of operations, the project has not experienced abatements for non-performance on any aspect of the project. There have been no disputes on this project since the commencement of operations.

KEY STATISTICS

Total Project Cost

$85 million

Total Financing

$69.9 million

Consortium Plenary Properties

Financial Close

May 2007

Target Completion

November 2008

Status Operational

MINISTRY OF GOVERNMENT SERVICES NEW DATA CENTRE

53

PROJECT DESCRIPTIONThe Ministry of Government Services ("MGS") New Data Centre project is a vital part of the Government of Ontario's plan to ensure its technology systems are robust, reliable and responsive to current and future needs.

The New Data Centre is a 230,000 ft2, enterprise level, Tier IV highly redundant, and highly secure facility which is intended to support the information systems needs and requirements of the Government of Ontario.

The project received the Top Tier award from the Uptime Institute and to date there have been no abatements for non-performance on any aspect of the project or any disputes since the commencement of operations.

KEY STATISTICS

Total Project Cost

Plenary Properties

Total Financing

April 2008

Consortium February 2011

Financial Close

Operational

Target Completion

$352 million

Status $212.7 million

DISRAELI BRIDGES

54

PROJECT DESCRIPTIONThe Disraeli Bridges Project involves upgrades to approximately two kilometers of road, including the Disraeli overpass that spans the Canadian Pacific Railway mainline, the four-lane Disraeli bridge crossing the Red River, and the approach streets.

It also includes the addition of a separate pedestrian/cycling corridor - the Active Transportation Bridge, across the Red River to reflect the changing lifestyle of Winnipeggers, many of whom now prefer to bike and walk to work.

The project was completed ahead of schedule and in its first stages of operations has not experienced abatements for non-performance on any aspect of the project or any disputes since the commencement of operations.

KEY STATISTICS

Total Project Cost

$195 million

Total Financing

$157.5 million

Consortium Plenary Roads

Financial Close

March 2010

Substantial Completion

October 2012

Status Operational

THUNDER BAY CONSOLIDATED COURTHOUSE

55

PROJECT DESCRIPTIONThis 200,000 ft2, state-of-the-art facility will bring two existing courthouses – the Superior Court of Justice and the Ontario Court of Justice – into one building in downtown Thunder Bay and will include space for a number of services, including the Victim/Witness Assistance Program and Legal Aid Ontario.

The design of the facility is also sensitive to the cultural aspects of the region and houses the Province's first Aboriginal Settlement Conference Suite, specifically designed to respond to the needs of the region's Aboriginal population.

KEY STATISTICS

Total Project Cost

$247 million

Total Financing

$175.7 million

Consortium Plenary Justice

Financial Close

November 2010

Substantial Completion

February 2014

Status Operational

COMMUNICATIONS SECURITY ESTABLISHMENT CANADA LONG-TERM ACCOMMODATIONS PROJECT

56

PROJECT DESCRIPTIONThe Government of Canada has decided to modernize its security and intelligence infrastructure by building the Communications Security Establishment Canada (CSEC) Long-Term Accommodation Project (LTAP) to house Canada's national cryptologic agency.

People, culture, technology and an enabling facility all play a significant role in achieving CSEC's mission. In order to meet CSEC's program requirements, the facility will comprise a mix of general office space, special purpose spaces and a data centre, as well as support infrastructure such as roads and parking at the site.

KEY STATISTICS

Total Financing

$1.13 billion

Consortium Plenary Properties

Financial Close

January 2011

Substantial Completion

August 2014

Status Operational

DRIVER EXAMINATION SERVICES

57

PROJECT DESCRIPTIONUnder an agreement with the Ministry of Transportation of Ontario, Plenary Group will deliver Driver Examination Services for its road user program for a 10 year term.

Each year, the existing service delivery network processes around 575,000 knowledge tests, 675,000 road tests and exchanges over 90,000 licenses from other jurisdictions, with further ongoing responses to customer inquiries and resolving customer complaints.

Some services have an MTO-regulated fee associated for the service delivered (e.g. knowledge test, road tests, Driver Instructor Application, etc), while other services are provided free of charge (e.g. road test booking, accepting a medical report, changing license conditions, data entry of test results from Driver Certification Program etc.).

KEY STATISTICS

Total Financing

$200 million

Consortium Plenary Properties DES LP

Financial Close

June 2013

Location Approx. 95 Centers across Ontario

Status Operational

WATERLOO LIGHT RAPID TRANSIT

58

PROJECT DESCRIPTIONThe Regional Municipality of Waterloo is developing a rapid transit system that will serve residents in Cambridge, Kitchener and Waterloo.

Stage 1 of the rapid transit system (the “Project”) includes 19 kms of tracks, 16 stations and 14 tram sets, on its route from Conestoga Mall in Waterloo to Fairview Park Mall.

Design-Construction will begin in May of 2014 with an anticipated 39 month construction period, ending in Summer of 2017. The operational term is for 30 years ending in 2047.

KEY STATISTICS

Project Value

$583 million

Consortium GrandLinq

Financial Close

May 9, 2014

Substantial Completion

Summer 2017

Status Design & Construction

OKANAGAN CORRECTIONAL CENTRE

59

PROJECT DESCRIPTIONThe high-security, 378-cell Okanagan Correctional Centre will serve as the flagship of the second phase of government’s historic capital expansion plan for BC Corrections.

Plenary Justice will design, build and partially finance the construction, and provide facilities management services for the next 30 years. The facility will be designed to achieve Leadership in Energy and Environmental Design (LEED) Gold certification – an international recognition of efficient, sustainable building strategies and practices.

The OCC will provide a boost to the local economy and create family-supporting jobs, generating approximately 1,000 indirect and direct jobs during construction. Following the project’s completion, over 240 new, full-time correctional positions will open up in B.C.’s Interior.

KEY STATISTICS

Project Value

$192.9 million

Consortium Plenary Justice

Financial Close

April 2014

Substantial Completion

Fall 2016

Status Construction

US36 MANAGED LANES

60

PROJECT DESCRIPTIONThis project will complete improvements to US 36 in Colorado. The Project promotes multimodal transportation strategies that increase travel choices and efficiency for all modes—including general and managed lanes, bus rapid transit, bicycling and walking—while reducing emissions and resource use.

Plenary Roads Denver was selected as concessionaire to design, build, finance, maintain and operate the phase 2 construction work. In addition, Plenary will operate and maintain the existing I-25 Express Lanes segment connecting US 36 to downtown Denver, and the previously-procured Phase 1 of the US 36. The operating and maintenance contract is for 50 years following substantial completion of Phase 2 project construction.

The partnership will see the delivery of an efficient, well-maintained multimodal transportation corridor 20 years sooner than originally planned.

KEY STATISTICS

Project Value

U$200 million

Consortium Plenary Roads Denver

Financial Close

February 26, 2014

Substantial Completion

December 2015

Status Operational

LONG BEACH CIVIC CENTER

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PROJECT DESCRIPTIONPlenary Edgemoor Civic Partners was recently awarded the exclusive right to negotiate the DBFOM of a new civic center with the City of Long Beach. The public portion of the project will include the delivery of a new City Hall, Port of Long Beach Headquarters building, revitalized Lincoln Park, and a new downtown library. In addition, a mixed-use development will take place on the unused portions of the site.

The Plenary Edgemoorteam came up with a creative financial solution that builds all of the public scope at the current level of annual expenditures.

KEY STATISTICS

Project Value

$494 million

Consortium Plenary Edgemoor Civic Partners

Financial Close

Year-End 2015 (est)

Status Commercial Close / Construction

SH 183 MANAGED LANES

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PROJECT DESCRIPTIONThe SH 183 Managed Lanes Project involves the design, construction, short-term financing, operation and maintenance of a 14 mile portion of State Highway 183 through the cities of Euless, Irving and Dallas in Texas.

The SH 183 highway serves as a primary artery between Dallas and Fort Worth and no longer adequately meets current daily traffic demands with congestion expected to double in coming decades.

This project will see the construction of managed lanes, general purpose lanes and connecting roadways and realize much needed improvements to what is one of the region’s most congested highways.

KEY STATISTICS

Project Value

U$847 million

Consortium Plenary Group/Kiewit

Financial Close

November 2014

Target Completion

May 2018

Status Construction

PENNSYLVANIA RAPID BRIDGE REPLACEMENT PROJECT

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PROJECT DESCRIPTIONOn March 17, 2015, Plenary Walsh Keystone Partners (“PWKP”) successfully achieved financial close on the $967 million (NPV) Pennsylvania Rapid Bridge Replacement Project, which is the first bundled bridge P3 in the U.S. The scope of the Project includes design, construction, finance, and maintenance of 558 bridges across the commonwealth, which constitutes over 10% of Commonwealth bridges classified as structurally deficient

Financing for the project includes $793 million of long term bonds, $58 million of equity, and $259 million of milestone and availability payments during construction. Bonds and equity will be repaid during the 25 year operations period.

KEY STATISTICS

Project Value

U$967 million

Consortium Plenary Walsh Keystone Partners

Financial Close

March 2015

Substantial Completion

December 2017

Status Construction

SWIFT CURRENT LONG TERM CARE CENTRE

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PROJECT DESCRIPTION The Swift Current Long-

Term Care Centre is the first project to be delivered by the government of Saskatchewan, using the P3 approach.

Plenary Health will deliver a new 225 bed long-term care facility to replace the aging Swift Current Care Centre, The Prairie Pioneers Lodge, and The Palliser Regional Care Centre, which have served the community for many years. The new facility will be located on a 15 acre parcel adjacent to the regional hospital, and will include:

Twenty-one 10 bed houses and one 15-bed house (promoting home-like environment for residents)

KEY STATISTICS

Project Value

$108.5 million

Consortium Plenary Group, PCL, Stantec, Kiewit

Financial Close

September 2014

Substantial Completion

April 2016

Status Construction

STATE STREET REDEVELOPMENT PROJECT

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PROJECT DESCRIPTION The City of West Lafayette,

Indiana, and Purdue University are partnering to advance the Project

State Street historically led as the main thoroughfare leading to and through downtown West Lafayette and Purdue University

With the completion of the 231 bypass, the road is no longer a state highway and is under local control; this designation allows for the refocusing on resident, business and student needs

One goal is to transform State Street into a safe, pedestrian-friendly hub complete with extra-wide sidewalks, greenspaces and ample bike paths

A second goal is to demonstrate how an alternative project delivery method can be devised and implemented successfully at the local level for public roadway improvements

KEY STATISTICS

Project Value U$120 million

Consortium Plenary Roads, Rieth-Riley Construction Co,Janssen & SpaansEngineering

Financial Close

Early 2016

Substantial Completion

2018

Status Construction

CONTACT

Mike MarascoCEO Plenary Concessions

(424).278-2180

[email protected]

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