What is infrastructure?

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1 What is infrastructure? Essential assets and/or provision of essential services Regulated or monopolistic investments High, predictable cash yield Low risk and volatility Inflation protection Long duration real assets Economic infrastructure Social infrastructure Transport Utilities Power generation Other General Airports Gas networks Conventional Storage facilities Education facilities Sea ports Toll roads Tunnels Electricity networks Water & wastewater Wind energy Solar energy Hydro Communications infrastructure Car parks Healthcare facilities Judicial facilities Public transportation Bridges Biomass Freight rail Focus on: User-pays assets Non User-pays assets Pictures are for illustrative purposes only. Source: Deutsche Asset & Wealth Management.

2 Infrastructure A unique asset class No longer just a curiosity! Physical Characteristics Economic Characteristics Hard assets that provide efficient movement of people and products Provision of essential services such as water or power Long dated assets with perpetual lives in most cases High barriers to entry due to physical, regulatory, and capital constraints Often little to no pricing risk as revenue models are generally fixed, contracted, or regulated Highly inelastic demand profile by providing essential services Large upfront capital investment, but low operating costs lead to high operating margins Inflation protection from inflation-adjusted revenues to margin stabilization mechanisms BUT US Toll Road assets a word of caution Leads to stable and predictable cash flows Source: Deutsche Asset & Wealth Management.

3 Infrastructure Drivers YEAR PEOPLE bn bln Global population increasing Aging infrastructure/low carbon Natural disasters Urbanisation and poverty

4 What does this mean? $9T $7T $7T $1T $1T $16T Budget $40,000,000,000,000

5 Infrastructure Issues The public sector is faced with several problems: Existing infrastructure requires major renovation and upgrading Decades of deferred maintenance Underinvestment in new facilities and technology Shifting supply chain dynamics Growth in population, economic activity, and related demand requires huge new infrastructure investment Escalating construction and operating costs Budget pressures: Declines in tax revenue, particularly gas tax Resistance to tax/fare increases Historically, budget allocations have favored new capacity over maintenance of existing assets Procurement practices based on lowest bid do not incentivize a long term view for life cycle cost

6 Key emerging themes Shift from social to economic infrastructure The importance of Cities Investing in infrastructure vs. fiscal constraints Exploring new ways to pay for infrastructure Increasing cost of infrastructure Declining risk appetite in the private sector Increasing failures in the private sector Declining capacity in the debt markets Off balance sheet treatment getting more difficult

7 State of global infrastructure markets Mature stopped Mature continuing Growth low Growth high Emerging

8 Different types of delivery models Public Sector Public Private Partnership Risk Transfer Asset Sale Design-Bid-Build Design-Build PPP Concession Asset Sale Typically, the public sector: Controls the asset Takes all operational risk Receives all revenue generated Typically, the public sector: Controls the asset through an operating lease agreement Receives an up-front concession fee Transfers significant operational risk to the private sector for the lease term Typically, the private sector: Controls the asset; Takes all operational risk Receives all revenue generated

9 Traditional procurement Design-bid-build Public authority is responsible throughout entire infrastructure project life cycle Public authority inspects the work and then takes responsibility for the product or service following delivery Identify need Design Build Operate Maintain Rehab. Public sector financing (taxpayer money) and risk Project concept Infrastructure development and management: making infrastructure 'available' to the public Infrastructure renewal

10 Traditional procurement Traditional procurement what should happen in theory Traditional procurement what happens in reality $ $ Cost and time overruns Capex Capex Operating and maintenance costs t Operating and maintenance costs t Problems with traditional procurement Traditional public procurement is dogged with cost over-runs and project completion delays which risks retained by the public sector Underlying failures with traditional public sector procurement failure of accountability failure in procurement and service provision is poorly recorded no direct mechanism to allocate consequences to actions no incentive to change PPP aims to reduce these risks through fixed price construction costs, and so transfers this risk to the contractor a pre-agreed completion date stated in the contract which if missed means the contractor will be liable for daily compensation payments (liquidated damages)

11 What is a PPP? Privatisation Degree of private sector risk Concession Design-build-finance-maintain-operate Design-build-finance-maintain Design-build-finance Design-build-maintain PPP models Design-build Degree of private sector involvement

12 Basic risk allocation example (DBFO) This diagram denotes a simple concession contractual structure. The SPV is not highly capitalized and therefore it has to pass many of the key risks to other parties that are better able to manage them. Concession contract Operating Contractor Environmental Equity Revenue Construction Contractor Cost overruns Delays Design Construction contract Performance guarantee Special Purpose Vehicle Cost increases over time Tax O & M / Facilities contract Performance guarantee Lenders Residual risk after equity Operating Contractor O&M cost increases (shared) Delivery of O&M

13 Typical PPP process Investment Analysis Procurement Analysis Expressions of Interest Request for Proposals Negotiations & Financial Close Implementation Identification of service need and priority Consideration of alternative options for meeting service need Development and approval of Business Case Independent of investment decision Consideration of range of alternative procurement models, including PPP Decision based on model likely to deliver best value for money Often preceded by market sounding Open invitation, with details of the project Selection of 2 or 3 bidders based on capability and experience Detailed output specification and well-developed draft PPP contract Interactive tender process, facilitating two-way feedback Fully-underwritten bids, evaluated on quality and overall VFM, not just price Can take 2 6 months, and involve minor refinements of proposal Financial close occurs very shortly after contractual close Close monitoring of final finance costs, including interest rate swap Strong public sector focus on contract management Payment deductions for unavailability of asset and poor service performance Ultimate sanction of early termination for very poor performance

14 The infrastructure spectrum Infrastructure Social Road and rail Energy and utilities (inc renewables) Technology and communications Ports and airports Government funded Public/private Private funding Government owned Regulated Non Regulated

15 Infrastructure is a Unique Asset Class Infrastructure Benefits from Physical and Economic Characteristics Essential services Efficient movement of people and goods Provision of basic services such as water and power High barriers to entry Regulatory, permitting constraints Physical, property constraints High initial capital expenditure Stable, inflation-hedged cash flow Inelastic demand Contracted inflation adjustments Long useful life of assets Hard-asset backed Long-term operating leases Long-term contracted costs and revenues Portfolio enhancing Variety of risk and return profiles Pictures are for illustrative purposes only. Source: Deutsche Asset & Wealth Management.

16 Infrastructure This posting is for informational purposes has only; neither NCREIF Similar nor its Board express any opinion Characteristics of the content presented herein. to Other Asset Classes Infrastructure Stable often monopolistic High entrance barriers Potential high income return Fixed income Regular return component Emphasis on cash-flow Low risk profile Private equity Capital intensive Due diligence process Active operative management Real estate Tangible asset/right of use Long duration Inflation hedge Good diversification potential Diagram for illustrative purposes only. Sources: Gothaer Asset Management, Deutsche Asset & Wealth Management.

17 Lifecycle of Infrastructure Assets Equity Value Development: New infrastructure built with unproven demand Greenfield toll-roads New energy sources Growth: Ramp up from early demand Expansion projects New privatizations with potential development opportunity Mature: Stable, income oriented returns driven by established usage Established airports, toll roads, utilities Regulated assets (privatized) Diagram for illustrative purposes only. Source: Deutsche Asset & Wealth Management.

18 Infrastructure Risk and Return Profile An asset class that could suit different investment strategies Risk/Return Profile of Infrastructure Investment Return Development infrastructure 'Opportunistic' investment strategies Opportunistic real estate Growth infrastructure Value added real estate 'Value added' investment strategies Mature infrastructure Fixed interest Core real estate 'Core' investment strategies Income oriented strategies Total return/growth oriented strategies Risk Diagram for illustrative purposes only. Source: Deutsche Asset & Wealth Management.

19 The Risk Profile Varies Across the Asset Class Exposure to regulation and economic cycle of infrastructure assets Sensitivity of infrastructure assets to regulation and the economic cycle High Social infrastructure Regulated networks Regulated pipelines Regulation Railways Subsidised renewables Toll roads Ports Airports Telecoms Contracted generation Merchant power Low Low Sensitivity to economic cycle High Diagram for illustrative purposes only. Sources: Michel Lyonnet du Moutier, Deutsche Asset & Wealth Management.

20 Historical This posting for Performance informational purposes only; neither NCREIF nor its Board express of any opinion Stocks, of the content presented herein. Bonds, Real Estate and Infrastructure Asset Class Market Index Type Region Index 1-Year Return 3-Year Return 5-Year Return 10-Year Return 10-Year Standard Deviation 10-Year Sharpe Ratio Bonds Public US Barclays US Aggregate Bond Index -2.0% 3.3% 4.4% 4.6% 3.6% 0.43 Stocks Public US S&P 500 Index 32.4% 16.2% 17.9% 7.4% 17.6% 0.21 Real Estate Private US NCREIF Property Index 11.0% 11.9% 5.7% 8.6% 6.8% 0.56 Real Estate Private US NCREIF ODCE Fund Index 13.9% 13.6% 3.7% 7.2% 9.5% 0.33 Real Estate Public US FTSE NAREIT All Equity REITs Index 2.9% 10.1% 16.9% 8.6% 29.1% 0.20 Infrastructure Public Americas Dow Jones Brookfield Americas Infrastructure Total Return Index 13.7% 16.1% 20.5% 13.1% 15.1% 0.44 Sources: Morningstar EnCorr, Deutsche Asset & Wealth Management. As of October Data ending December 31, Past performance is not indicative of future results.

21 10-Yr This posting Risk for informational vs purposes Return only; neither NCREIF nor its Board of express Infrastructure any opinion of the content presented herein. Compared to Other Asset Classes 14.0% % Dow Jones Brookfield Americas Infrastructure Total Return Index 10.0% NCREIF Property Index FTSE NAREIT All Equity REITs Index Return % 8.0% 6.0% Barclays US Aggregate Bond Index NCREIF ODCE Fund Index S&P 500 Index 4.0% 2.0% 0.0% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0% Risk % Sources: Morningstar EnCorr, Deutsche Asset & Wealth Management. As of October Data ending December 31, Past performance is not indicative of future results.

22 10-Year Return Correlations Barclays US Aggregate Bonds S&P 500 NCREIF Property Index NCREIF ODCE Fund Index FTSE NAREIT All Equity REITs DJ Brookfield Americas Infrastructure US Inflation Barclays US Aggregate Bonds 100% S&P % 100% NCREIF Property Index -18% 26% 100% NCREIF ODCE Fund Index FTSE NAREIT All Equity REITs DJ Brookfield Americas Infrastructure -19% 22% 98% 100% 3% 77% 26% 22% 100% -3% 78% 27% 21% 68% 100% US Inflation -38% 24% 28% 25% 23% 29% 100% Sources: Morningstar EnCorr, Deutsche Asset & Wealth Management. As of October Data ending December 31, Past performance is not indicative of future results.

23 Investors Benefit from the Addition of Infrastructure in their Investment Portfolios 18.0% This document was presented during the 2014 NCREIF Fall Conference. Efficient Frontiers Based on Unlevered Total Returns ( ) 16.0% Stocks & Bonds Stocks, Bonds, Real Estate Stocks, Bonds, Real Estate and Infrastructure 14.0% 12.0% Return 10.0% 8.0% 6.0% 4.0% 2.0% 0.0% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% Standard Deviation For illustrative purposes only. There is no guarantee that targets will be met and actual portfolio composition may be different. Past performance is not indicative of future results. Stocks: S&P 500, Bonds: Barclays US Aggregate Bond Index, Real Estate: NCREIF Property Index, NCREIF ODCE Fund Index, FTSE NAREIT All Equity REIT Index, Infrastructure: DJ Brookfield Americas Infrastructure Index. Sources: Deutsche Asset & Wealth Management, Morningstar EnCorr. As of October Data ending December 31, 2013.

24 This Infrastructure posting is for informational purposes only; neither NCREIF nor its Performance Board express any opinion of the content presented herein. by Region and Sector Region and Sector performance based on DJ Brookfield Infrastructure Indices 30.0% 1-Yr 5-Yr 10-Yr 25.0% 20.0% 15.0% 10.0% 5.0% 0.0% Global Infrastructure Americas Airports Communications Diversified Oil & Gas Storage& Transportation Ports Toll Roads Transmission & Distribution Water Sources: Morningstar EnCorr, Deutsche Asset & Wealth Management. As of October Data ending December 31, Past performance is not indicative of future results.

25 Performance This posting is informational of purposes Infrastructure only; neither NCREIF nor its Board express any opinion Securities of the content presented herein. During Different GDP Environments Infrastructure tends to outperform equities in both above- and below-average GDP scenarios Absolute Annualized Total Returns 50% 40% 30% 20% 10% 0% -10% Above Average GDP Growth Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Excess Annualized Total Returns vs Equity Benchmarks Below Average GDP Growth Airports Toll Roads Water Communications Diversified Ports 30% 20% Above Average GDP Growth Below Average GDP Growth 10% 0% -10% Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Airports Toll Roads Water Communications Diversified Ports Data: December 2002-June Sources: Ibbotson, MSCI, Bloomberg, OECD, Oxford Economics and Deutsche Asset & Wealth Management. Asset-class representation is as follows: infrastructure, Dow Jones Brookfield Global Infrastructure Index; global, MSCI World Index; Americas, S&P 500 Index; Europe, FTSEurofirst 300 Index; Asia-Pacific, Dow Jones Asia/Pacific Index. Sectors are those of the Dow Jones Brookfield Global Infrastructure Index. Global/regional GDP growth refers to quarter-over-quarter real GDP growth for OECD countries and each region. Above/below average GDP refers to quarters where GDP growth is above/below average GDP growth for the entire period. For each GDP growth environment, global/regional infrastructure indices are compared to the MSCI World Index and regional equity indices, and infrastructure sectors are compared to the MSCI World Index. All returns are in U.S. dollars. Past performance is not indicative of future results.

26 Performance This posting is informational of purposes Infrastructure only; neither NCREIF nor its Board express any opinion Securities of the content presented herein. During Different Interest Rate Environments Rising interest rates hurt relative returns, but absolute performance remains positive Absolute Annualized Total Returns 40% 30% 20% 10% 0% Increasing Interest Rates Decreasing Interest Rates -10% Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Excess Annualized Total Returns vs Equity Benchmarks Airports Toll Roads Water Communications Diversified Ports 30% 20% Increasing Interest Rates Decreasing Interest Rates 10% 0% -10% Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Airports Toll Roads Water Communications Diversified Ports Data: December 2002-June Sources: Ibbotson, MSCI, Bloomberg, OECD, Oxford Economics and Deutsche Asset & Wealth Management. Asset-class representation is as follows: infrastructure, Dow Jones Brookfield Global Infrastructure Index; global, MSCI World Index; Americas, S&P 500 Index; Europe, FTSEurofirst 300 Index; Asia-Pacific, Dow Jones Asia/Pacific Index. Sectors are those of the Dow Jones Brookfield Global Infrastructure Index. Global/regional interest rates refer to long-term bond yields for OECD countries and each region. Rising/declining interest rates refer to quarters during which interest rates rise/decline relative to the prior quarter. For each interest rate environment, global/regional infrastructure indices are compared to the MSCI World Index and regional equity indices, and infrastructure sectors are compared to the MSCI World Index. All returns are in U.S. dollars. Past performance is not indicative of future results.

27 Performance This posting is informational of purposes Infrastructure only; neither NCREIF nor its Board express any opinion Securities of the content presented herein. During 50% 40% 30% 20% 10% 0% -10% -20% Different Credit Environments Rising credit spreads lead to mixed performance, decreasing spreads benefit the sector Absolute Annualized Total Returns Increasing Credit Spreads Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Excess Annualized Total Returns vs Equity Benchmarks Decreasing Credit Spreads Airports Toll Roads Water Communications Diversified Ports 30% 20% Increasing Credit Spreads Decreasing Credit Spreads 10% 0% -10% Global Infra Asia-Pacific Infra Europe Infra Americas Infra Oil & Gas Transmission & Distribution Airports Toll Roads Water Communications Diversified Ports Data: December 2002-June Sources: Ibbotson, MSCI, Bloomberg, OECD, Oxford Economics and Deutsche Asset & Wealth Management. Asset-class representation is as follows: infrastructure, Dow Jones Brookfield Global Infrastructure Index; global, MSCI World Index; Americas, S&P 500 Index; Europe, FTSEurofirst 300 Index; Asia-Pacific, Dow Jones Asia/Pacific Index. Sectors are those of the Dow Jones Brookfield Global Infrastructure Index. Global/regional yield spreads refer to Baa corporate bond yields less long-term sovereign bond yields for OECD countries and each region. Rising/declining credit spreads refer to quarters during which yield spreads rise/decline relative to the prior quarter. For each credit environment, global/regional infrastructure indices are compared to the MSCI World Index and regional equity indices, and infrastructure sectors are compared to the MSCI World Index. All returns are in U.S. dollars. Past performance is not indicative of future results.

28 Market fundamentals This document was presented during the 2014 NCREIF Fall Conference. This posting is Strategic for informational purposes only; neither NCREIF Rationale nor its Board express any opinion of the for content presented herein. Infrastructure Investing Strong user demand and constrained supply Government budget constraints worldwide encouraging private capital toward infrastructure Historical underinvestment and future investment gap in infrastructure spending Significant structural drivers urbanization, shale gas, emerging markets Performance behavior Historically strong absolute and relative long term performance Attractive and stable income yield Low volatility Long duration and liability matching Diversification potential High operating margins and predictable maintenance capital expenditures Source: Deutsche Asset & Wealth Management.

29 Specific This posting is Infrastructure for informational purposes only; neither NCREIF nor its Board express Risks any opinion of the Need content presented herein. to be Carefully Managed Asset-class risk Regulatory and political risk Interest rate and foreign exchange rate risk Long gestation periods Supply/demand imbalances Valuations Lack of historical data Asset-specific risk Design Construction, cost overruns Operation Demand Public offerings Management and/or Private Equity buyout Secondary market Exit strategies need to be planned for Source: Deutsche Asset & Wealth Management.

30 Similarities This posting is for informational between purposes only; neither NCREIF nor its Board Infrastructure express any opinion of the content presented herein. and Real Estate Investing Assets with long life and duration - Real Estate and Infrastructure function the same way if you own the asset in addition to the cash-flow the asset produces. Both types of valuation analysis involve forward looking projections as well as an assessment of historical performance. Low interest rates help developers of both types of capital intensive assets. Market studies and assessments of asset usage are important. Both have development, construction and long term operating periods which each contain different levels of risk. The assets appreciate with inflation and scarcity. There are a lot of contracts - Ongoing fuel or resource costs need to be contracted. Getting the product to market needs to be contracted. This is similar to building services contracting. As long as the operating cash-flow is sufficient, both allow for market timing a sale and low cost producers are rewarded. Our portfolio managers are also looking out for bubbles in an attempt to avoid purchasing assets during price peaks. With both commodities and real estate, markets tend to self correct based on supply and demand for the asset and there may be a natural floor to the market price. Developers build in anticipation of demand and need, over build, and then building slows and valuations drop because of oversupply until demand and supply are constrained again and drive up prices. Location is important With infrastructure location helps to deliver services to the purchaser.

31 Differences This posting is for informational between purposes only; neither NCREIF nor its Board Infrastructure express any opinion of the content presented herein. and Specialized infrastructure has greater market power Real Estate Investing Good infrastructure usually has high barriers to entry for competitors. Infrastructure has a limited source of revenue Concession Agreement or PSA (Purchase and Sale Agreement) are not the same as having a diversified set of tenant leases, losing one can cause a significant loss. Regulatory risk, performance requirements and termination provisions need to be examined. Performance risk Moving parts create a higher operating risk in infrastructure assets. You can lose the entire revenue stream in an outage. Beyond performance and operating efficiency, customer service and people management are not distinguishing features in infrastructure asset quality. The potential for unexpected Capital Expenditures - The more complex the operating risk, the more likely there will be unexpected need for capital expenditures. Many of the private equity real asset segments we are investing in are linked to the long term expectation that the values of a finite resource (land, oil, timber) are expected to go up in the long run as population grows and increases in demand for the related commodity occur. Hard assets such as food, timber or oil can be stored or not produced during low price points in the commodity cycle. This is also true for a real estate asset such as a building, but is not true for the portions of the revenue stream which expires based on non-usage at a specific time (i.e.. Rental income, hotel rooms, etc.). There is no real way to market or create high end infrastructure assets to increase usage.

32 Case Study: Long Beach Courthouse Meridiam Infrastructure Project description California s Administrative Office of the Courts procured the Long Beach Courthouse under a 35 year PPP agreement for the design, build, finance, operations and maintenance of a new courthouse facility in Long Beach, California. The completed building will be a 545,000 square feet multi-story facility that will accommodate 31 civil and criminal courtrooms, 800 workers and 3,500 to 4,500 daily visitors. In June 2009, KPMG as appointed as co-financial advisor to the Meridiam Infrastructure on their bid for Long Beach Court Building. The project reached financial close in December 2010 and consisted of $443m of bank debt, $49m of equity and was delivered under an availability payment structure.

33 Case Study: East End Crossing Indiana Finance Authority Project description The Ohio River Bridges Project will consist of two new Ohio River crossings, as well as a major interchange reconfiguration at the confluence of three Interstate highways, in the greater Louisville- Southern Indiana region. Under an agreement the Project was divided, where currently Indiana is responsible for the East End Crossing and Kentucky is responsible for the Downtown Crossing. The IFA and INDOT procured the East End Crossing under an availability payment structure and KPMG was the strategic and financial advisor to the IFA. KPMG assisted IFA reach financial close in March 2013 using an availability payment structure. The submitted project costs were 23% lower than estimates, which shows the value of receiving competitive bids under a P3 structure. The $763m project consisted of $677m of PABS, $78m of equity and $392m of milestone payments.

34 Case Study: Sooner Sub Oklahoma Department of Transportation Project description ODOT engaged KPMG to start a process to sell the Sooner Sub due to recent developments in the shortline rail sector, increased private sector interest, the location of the Sooner Sub along a critical oil transportation network, and recent legislation allowing a sale of State owned rail assets. ODOT, in conjunction with the Oklahoma Cabinet Secretaries (Finance, Energy, Agriculture, Transportation and Commerce), started a sale process to solicit investor interest in the rail line and determine if private ownership would provide benefit to the state. The sale process was started in November 2013, ODOT received four bids in January, shortlisted two bidders in February, Watco was selected as the preferred bidder in May and the transaction reached financial close on August 4. ODOT received 6x the anticipated proceeds, including a sale price of $75m and guaranteed capital expenditures of $104m.

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