Project Overview The USD 1.1 billion Pennsylvania Rapid Bridge Replacement (RBR) Project is the first multi-asset public-private partnership (PPP) project to be undertaken in the US, using a bundled contract approach to replace 558 structurally deficient (SD) bridges across Pennsylvania. The project is being delivered as a Design-Build-FinanceOperate-Maintain (DBFOM), availability payment, PPP concession, between the Pennsylvania Department of Transportation (PennDOT) and the Plenary Walsh Keystone Partners (PWKP) consortium. The consortium was awarded the contract in October 2014. The RBR Project could have significant applications in other US states, helping to boost the grade of America s infrastructure and address the backlog in civil infrastructure maintenance. Pennsylvania has over 4,500 SD bridges, the second highest figure in the country after Iowa. Roughly 20% of Pennsylvania s bridges are SD, while the national average is 9.1%. The RBR Project will make a substantial contribution to reducing the large backlog of SD bridges in the state. PWKP is managing the financing, design and construction of the replacement bridges and will then be responsible for their maintenance for 25 years after construction. Construction is expected to take approximately four years from commercial close. Project Highlights The first multi-asset PPP to be undertaken in the US using a bundled approach; The first PPP transaction in the state of Pennsylvania; The largest roadway project in Pennsylvania s history; The bundling of assets is expected to reduce the total cost of the project by 20%; Construction will occur at a much faster rate than what would have been achieved using a traditional procurement program; The largest ever Private Activity Bond (PAB) issuance in the history of the Federal PAB program (at time of issuance) (see the Financial Breakdown section of this note for details); US$721.5 million par value represents the largest ever allocated PAB issuance for a PPP transaction. The project will involve the full demolition and replacement of all 558 replacement bridges, which are primarily single and multi-span bridges on smaller state highways, many located in rural areas. The bridges in the project are of a similar size and design, allowing for prefabrication, mass production, equipment reutilisation and standardisation. Multi-asset PPPs are already being used in many jurisdictions to replace and maintain existing civil infrastructure, such as street light