Dulles Corridor Enterprise Financial Update Dulles Corridor Advisory Committee Meeting

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Dulles Corridor Enterprise Financial Update Dulles Corridor Advisory Committee Meeting May 30, 2014

Discussion Outline Finance Plan for the Metrorail Project Allocation of Estimated Capital Costs and TIFIA Status of Committed Funding TIFIA Loan Application Process Estimated Reductions in Trip Costs with TIFIA and State Support Dulles Toll Road Update Toll Revenue and Transactions versus Forecast 2

Allocation of Estimated Capital Costs and TIFIA ($ in millions) SOURCES OF CAPITAL FUNDS $ Millions PHASE 1 PHASE 2 (1) RAIL PROJECT BUDGET TIFIA Credit Assistance Total % of Total Federal $ 900 $ - $ 900 15.8% Commonwealth of Virginia (2) 252 323 $ 575 10.1% Fairfax County 400 515 915 16.1% 403 Loudoun County - 273 273 4.8% 195 MWAA (Aviation Funds) - 233 233 4.1% - MWAA (Dulles Toll Road) $ 1,354 $ 1,434 $ 2,788 49.0% 1,277 TOTAL SOURCES OF FUNDS (3) $ 2,906 $ 2,778 $ 5,684 100.0% $ 1,876 33.0% Fixed amount Fixed percentage of total cost Residual (1) May 2013 project cost estimates with Package A savings and cost of Route 28 Station allocated among partners. Phase 2 Parking Garages estimated to cost a total of $348 million are assumed to be funded directly by the Counties and are not included in the $5.684 billion project budget. (2) Does not include $150 million of Commonwealth funds that will be used to pay interest on Dulles Toll Road revenue bonds. (3) Totals may not sum due to rounding. (4) Phase 2 cost includes $551 million of unallocated contingency. 3

Status of Committed Funding ($ in millions) Rail Project Budget Source of Funds Amount Committed Amount Funded As of May 2014 Remaining Commitment Note Federal FTA Full Funding Grant Agreement (FFGA) $ 900 $ 702 $ 198 (1) Commonwealth Federal Surface Transportation Program 75 75 - Commonwealth Virginia Transportation Act of 2000 75 75 - Commonwealth Commonwealth Transportation Board (CTB) Bonds 125 125 - Commonwealth Highway Maintenance and Operating Funds 300 0 300 (2) Loudoun County 273 0 273 (3) Fairfax County 915 400 515 (4) Airports Authority - Aviation Funds 233 0 233 Airports Authority - Dulles Toll Road 2,788 1,510 1,277 (5) TOTAL SOURCES (6) $ 5,684 $ 2,887 $ 2,796 (1) Congress has appropriated, and FTA has awarded, $701.8 million. In December 2012, remaining FFGA amounts were securitized through the issuance of $200 million of fixed rate FFGA notes. (2) State legislation enacted in 2013 provides $100 million in each of FY2014, 2015 and 2016. (3) Loudoun County expects to finance $195 million (71%) of its remaining funding obligation with TIFIA Loan proceeds. (4) Fairfax County expects to finance $403 million (78%) of its remaining funding obligation with TIFIA Loan proceeds. (5) With the successful sale of the Dulles Toll Road Second Senior Lien Revenue Refunding Bonds, Series 2014A, the Airports Authority expects to finance 100% of its remaining DTR funding obligation with short-term interim financing and proceeds from a TIFIA Loan secured by Toll Road Revenues. (6) The total sources of committed funding does not include (a) Fairfax and Loudoun Counties funding of approximately $348 million for the Dulles Metrorail Project Phase 2 garages, and (b) $150 million of Commonwealth funds that will be used to pay interest on Bonds. 4

Overview of TIFIA Loan Application Process October 2012 November 2012 - February 2014 February 24, 2014 The Airports Authority, Fairfax County, and Loudoun County file a joint Letter of Interest with the USDOT expressing interest in seeking TIFIA credit assistance. Staff and advisors for the Airports Authority and the Counties assist USDOT and its advisors with the detailed credit analysis and due diligence phase of the TIFIA Letter of Interest review process, which includes securing indicative credit ratings for the TIFIA loans. The Airports Authority, Fairfax County, and Loudoun County are invited by USDOT to submit applications for TIFIA credit assistance. April 9, 2014 USDOT informs the Airports Authority and the Counties that the TIFIA applications submitted in March 2014 are complete and under review. May 9, 2014 The Airports Authority and the Counties receive written confirmation from USDOT that the Secretary of Transportation has approved the TIFIA applications. Summer 2014 TIFIA Loan Agreements are expected to be executed after final negotiation of the terms and conditions. 5

Estimated Reductions in DTR Trip Costs with TIFIA and State Support COST OF A FULL TRIP ON THE DULLES TOLL ROAD * (Mainline plaza toll plus one ramp transaction) Planning Assumption without TIFIA or State Grants Present Value at 3.00% Scenario with $450M State Funding Present Value at 3.00% Scenario with $1.277B TIFIA Present Value at 3.00% Scenario with $450M State Funding and $1.277B TIFIA Present Value at 3.00% (No TIFIA) (No Add'l State Funding) 2013 $4.50 $4.50 $2.75 $2.75 $4.00 $4.00 $2.75 $2.75 2014 $4.50 $4.37 $3.50 $3.40 $4.00 $3.88 $3.50 $3.40 2015 $4.50 $4.24 $4.00 $3.77 $4.00 $3.77 $3.50 $3.30 2016 $4.50 $4.12 $4.00 $3.66 $4.00 $3.66 $3.50 $3.20 2017 $4.50 $4.00 $4.00 $3.55 $4.00 $3.55 $3.50 $3.11 2018 $6.75 $5.82 $5.75 $4.96 $4.50 $3.88 $3.50 $3.02 2019 $6.75 $5.65 $5.75 $4.82 $5.75 $4.82 $4.75 $3.98 2023 $8.75 $6.51 $7.85 $5.84 $6.90 $5.13 $6.00 $4.46 2028 $10.75 $6.90 $9.85 $6.32 $8.15 $5.23 $7.25 $4.65 2033 $12.75 $7.06 $11.85 $6.56 $9.65 $5.34 $8.75 $4.84 2038 $14.75 $7.04 $13.85 $6.61 $10.90 $5.21 $10.00 $4.78 2043 $16.75 $6.90 $15.85 $6.53 $12.15 $5.01 $11.25 $4.63 * Order of magnitude estimates based on numerous assumptions, including no future debt restructurings. 6

Dulles Toll Road Operations DTR Monthly Toll Revenue DTR Monthly Transactions 7

Gross Toll Revenue ($Millions) Dulles Toll Road Operations Gross Monthly Toll Revenue $14.0 2014 2013 2012 2014 T&R Forecast $13.0 $12.0 $11.0 $10.0 $9.0 $8.0 $7.0 $6.0 $5.0 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC SUBTOTAL $Millions JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC Jan-Apr Jan-Dec 2014 $ 11.6 $ 10.6 $ 12.0 $ 12.9 $ 47.2 % change from 2013 16% 13% 18% 19% 16% % of 2014 T&R Forecast 98% 97% 98% 101% 99% 2013 $ 10.1 $ 9.4 $ 10.2 $ 10.8 $ 11.4 $ 10.8 $ 10.8 $ 11.1 $ 10.8 $ 11.5 $ 10.3 $ 9.9 $ 40.5 $ 127.2 % change from 2012 23% 17% 16% 29% 28% 21% 26% 26% 31% 35% 26% 25% 21% 25% 2012 $ 8.2 $ 8.1 $ 8.8 $ 8.4 $ 8.9 $ 8.9 $ 8.6 $ 8.8 $ 8.3 $ 8.5 $ 8.2 $ 7.9 $ 33.5 $ 101.6 % change from 2011 13% 12% 6% 6% 8% 6% 9% 9% 4% 5% 7% 5% 9% 7% TOTAL 8

Toll Road Transactions (Millions) Dulles Toll Road Operations Monthly Toll Transactions 10.0 2014 2013 2012 2014 T&R Forecast 9.0 8.0 7.0 6.0 5.0 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC SUBTOTAL TOTAL Millions JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC Jan-Apr Jan-Dec 2014 7.5 6.9 7.8 8.4 30.6 change from 2013-5% -7% -2% -3% -4% % of 2014 T&R Forecast 99% 99% 100% 103% 39% 2013 7.9 7.4 8.0 8.6 8.8 8.4 8.4 8.6 8.3 8.7 7.9 7.7 31.9 98.7 change from 2012-1% -6% -8% 5% 1% -4% 0% -2% 2% 3% -3% -2% -3% -1% 2012 8.0 7.9 8.7 8.2 8.7 8.7 8.4 8.7 8.1 8.4 8.2 7.8 32.8 99.9 change from 2011 3% 2% -4% -4% -1% -2% 1% 0% -4% -3% 0% -5% -1% -2% 9

Ronald Reagan Washington National Airport Dulles Corridor Metrorail Project Dulles Toll Road Washington Dulles International Airport