MARCH 2016 REPORT OF THE. and. provides the DCE. Fund. Staff is in. Terry. include: Widening

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1 Dulles Tolll Road The Airports Authority established Dulles Corridor Enterprise (DCE) Fund to segregate financial activity associated withh operation, maintenance and improvement of Dulles Toll Road (DTR) and construction of Dulles Corridor Metrorail Project (Rail Project) from financial operations of Airports. This report provides an update on status of capital financingg activities and or issues related to DCE Fund. Action Items No Action Items to Report Informational Items Commercial Paper Program Extension. The existing $300 million Letter of Credit (LOC) with JP Morgan for Dulles Toll Road Lien Commercial Paper (CP) Program expires on August 11, Finance Staff is in process of working with JP Morgan on a possible extension of CP program and supporting LOC. Relevant News Items MARCH 2016 DULLES CORRIDOR ENTERPRISE REPORT OF THE FINANCIAL ADVISORS Transform 66 Inside Beltway Project. On February 10, 2016, Virginia Governor Terry McAuliffe announced a bipartisan agreement to move forward with proposed conversion of high-occupa ancy vehicle (HOV) lanes on I-66 inside Beltway to highh occupancy/toll lanes. Key elements of revised plan include: Widening I-66 eastbound from Dulless Connectorr Road to Ballston with toll-free lanes opening in late 2019; Converting I-66 during rush hours in peak directions to dynamic tolling where HOV s and buses travel free while ors must pay a toll; Increasing transit service benefitting users of I-666 inside Beltway; and Enhancing carpool and or travel demand management strategies throughout I-66 corridor. The Design Public Hearings for Project have been rescheduled to March 7, (Arlington), March 8 (Ashburn) and March 9 (Fairfax). Information will be presented on how dynamically-priced toll lanes willl operate on Interstatee 66 inside March 16, 2016

2 Beltway. The meeting on March 9, 2016, at Virginia Department of Transportation (VDOT) Norrn Virginia District Office will be streamed live on VDOT website.

3 MONTHLY UPDATE: OUTSTANDING DULLES CORRIDOR ENTERPRISE DEBT SHORT-TERM NOTES AND LOANS Commercial Paper Notes. The aggregate principal amount of Dulles Toll Road Lien Commercial Paper Notes outstanding as of March 1, 2016, was $255 million. The Airports Authority can draw an additional $45 million under this program. Program Commercial Paper Series One Authorized Amount Up to $300 Million Letter of Credit Provider Cost Dated Date Expiration Date JP Morgan 65 bps August 11, 2011 August 11, 2016 The following table shows rolling three-month averages of variable rates for Commercial Paper Notes and Securities Industry and Financial Markets Association (SIFMA) Index on a monthly basis for Variable Interest Rates (3-Month Rolling Average) Monthly CP 1 JPM SIFMA Spread February % 0.01% 0.05% January % 0.01% 0.05% Previous Years Variable Interest Rates (12-Month Rolling Average) Calendar Year CP 1 JPM SIFMA Spread % 0.03% 0.04% % 0.05% 0.05% % 0.09% 0.06% % 0.16% 0.04% 1 The SIFMA index is a national rate based on a composite of approximately 250 issuers of high-grade, seven-day, tax-exempt, variable rate demand obligation issues of $10 million or more.

4 FFGA Notes. On December 17, 2012, Airports Authority issued $200 million of fixed rate notes secured by remaining federal funding anticipated to be received pursuant to a Full Funding Grant Agreement (FFGA) with Federal Transit Administration for Phase 1 of Rail Project. The total amount outstanding as of March 1, 2016, is $100 million. Program Amount Issued Rate Lender Dated Date Scheduled Final Maturity FFGA Notes, Series 2012 $200 Million 2.16% Bank of America December 1, 2012 December 1, 2016 DULLES TOLL ROAD REVENUE BONDS The total amount of outstanding Dulles Toll Road Revenue as of March 1, 2016, including accretion, is $2,251,435, The tables on following pages provide detail on each series of bonds. Refunding Opportunities The Series 2009A First Lien can be refunded in advance of 2019 call date. Under current market conditions, a tax-exempt refinancing would not generate present value savings of at least three percent. The potential savings from an advance refunding of 2009A is limited by significant negative arbitrage in required refunding escrow. The Financial Advisors will continue to monitor relevant interest rates and potential savings from a debt refinancing. 2 The amount outstanding includes approximately $244 million of net accreted value on outstanding capital appreciation bonds, convertible capital appreciation bonds and Transportation Infrastructure Finance and Innovation Act (TIFIA) loan. Interest on those securities is not paid currently. It accretes from date of issuance and is compounded semi-annually on each April 1 and October 1 until applicable maturity date, conversion date or payment commencement date, whereupon interest will be payable semi-annually.

5 Table 1: Dulles Toll Road Revenue Amount Outstanding by Series and Credit Ratings Series 3 Dated Date Originally Issued Par Amount Outstanding as of 3/1/2016 Lien Tax Status Moody's Rating S&P Rating Credit Enhancement A 8/12/2009 $ 198,000,000 $ 198,000,000 First A2 A None 2009B 8/12/ ,056, ,279,379 Baa1/ A2(Insured) BBB+/ AA(Insured) $188,266,435 Assured Guaranty 2009C 8/12/ ,234, ,642,810 Convertible A2 (Insured) AA (Insured) $158,234,960 Assured Guaranty 2009D 8/12/ ,000, ,000,000 America 2010A 5/27/ ,813,219 79,800, B 5/27/ ,801, ,220,113 Convertible 2010D 5/27/ ,000, ,000,000 Subordinate America Baa2 BBB None 2014A 5/14/ ,760, ,760,000 TIFIA Series 8/20/ ,864, ,733,353 Junior Federal Loan Baa2 BBB- None $ 2,007,531,369 $ 2,251,435,851 3 Series 2010C was authorized but not issued. 4 insured by Assured Guaranty are rated AA (stable outlook) by S&P and A2 (stable outlook) by Moody s. 5 The Airports Authority can issue up to $1,278 million of TIFIA Series 2014 (excluding capitalized interest) to finance eligible Phase 2 project costs.

6 Table 2: Dulles Toll Road Revenue Interest Rates and Call Provisions Series Outstanding as of 3/1/2016 Lien Tax Status and Structure Principal Amortization Yields 6 Call Provisions A $ 198,000,000 First % to 5.375% October 1, 2019 at Par 2009B 278,279, % to 7.91% Non-Callable 2009C 240,642,810 Convertible % October 1, 2026 at Accreted Value 2009D 400,000,000 America % (4.85% net of full subsidy) Any Business Day at Make-Whole Redemption Price 2010A 79,800, % Non-Callable 2010B 199,220,113 Convertible % October 1, 2028 at Accreted Value 2010D 150,000,000 Subordinate 2014A 421,760,000 America % (5.20% net of full subsidy) Any Business Day at Make-Whole Redemption Price % April 1, 2022 at Par TIFIA Series ,733,353 Junior Federal Loan % Any Business Day at Par $ 2,251,435,851 6 The all-in interest cost for Series 2009, 2010 and 2014A bond issues is percent, percent and percent, respectively, which results in an overall average cost of capital of percent. The potential cost of capital, including, TIFIA will vary depending on when funds are drawn and timing of future TIFIA payments and prepayments. 7 The Make-Whole Redemption Price is greater of (i) 100 percent of principal amount of to be redeemed and (ii) sum of present value of remaining scheduled payments of principal and interest to maturity date of to be redeemed discounted to date on which are to be redeemed on a semi-annual basis, assuming a 360-day year consisting of twelve 30- day months, at adjusted Treasury Rate plus 50 basis points, plus accrued and unpaid interest on to be redeemed on redemption date.