P3 and Alternative Project Delivery and Financing

From the statute that authorizes a project to the eventual return of the asset to public ownership, Barnes & Thornburg advises clients on all sides of a transaction throughout every stage of the Public-Private Partnership (P3) lifecycle. We draft enabling legislation, build the procurement, negotiate project agreements, structure and close financing, and remain through the decades of administration that follow.

We represent public entities, developers, concessionaires, contractors and financing parties in complex civil and social infrastructure nationwide: roads, bridges and toll facilities; transit and rail; airports and ports; higher education utility systems and student housing; courthouses and government facilities; water, wastewater and waste-to-energy; and energy and renewables.

Our deal lawyers and finance lawyers are the same team. Our infrastructure practice works alongside deep public and project finance benches, so concession terms are tested against the optimal financing structure, while there is still time to change them, be it tax-exempt or otherwise, — private activity bonds, Transportation Infrastructure Finance and Innovation Act (TIFIA) and other federal credit support, availability payment, and revenue risk structures — and ensure they are delivered.

For public owners, work often begins before a project exists. We draft and amend P3 enabling statutes, build procurement templates and program guides and governance, and compare and advise on the best delivery models, often including P3, guiding clients toward the model that best suits the project (in many cases, alternative project delivery structures, including design-build, progressive design-build and construction manager/general contractor, among others). We run competitive procurements through selection and position bidders to compete on terms they can deliver.

For private sector developers/concessionaires (and their lenders), we contribute to solicitations, position clients for winning proposals, and collaborate in establishing optimized risk positions for the best financing structures suited to the project. We facilitate teaming agreements, governance arrangements, and interface agreements to ensure the private-side team is empowered to deliver.

For all clients, we negotiate the documents that govern the relationship for its full term, concession and comprehensive agreements, DB(F)(O)M and design-build contracts, PDA’s, progressive contracts, O&M and tolling arrangements, and close the financings behind them. After financial close, we are often called upon to help with implementation matters - handling change orders, managing performance and handback regimes, refinancings, secondary transfers and resolving impasses to ensure the project is completed.

Representative Experience

Our infrastructure lawyers advise public agencies, developers, and financing parties on P3 and alternative project delivery programs nationwide, including:

Transportation & Transit

Co-lead P3 counsel to the Pennsylvania Department of Transportation on the Major Bridges P3 program
P3 and design-build counsel to the Georgia Department of Transportation on the I-285/SR 400, I-285/I-20 East, and I-285/I-20 West Interchange projects
P3 and design-build counsel to the Virginia Department of Transportation on the Capital Beltway NEXT, I-95 HOT Lanes, I-395 HOT Lanes projects, and Coalfields Expressway
Counsel to Amtrak on station redevelopment projects, including Philadelphia 30th Street Station, Baltimore Penn Station, and Chicago Union Station
Bond counsel and owner’s counsel to the Indiana Finance Authority/Indiana Department of Transportation on the landmark East End Crossing (Lewis and Clark Bridge) P3
Programmatic progressive design-build and CM/GC counsel to the Indiana and Louisiana Departments of Transportation (and Development)
P3 programmatic counsel to the Washington State Department of Transportation
Sponsors’ counsel on major rail transportation infrastructure P3 projects
Sponsor’s counsel on transportation infrastructure acquisitions and dispositions

Higher Education & Social Infrastructure

Co-lead P3 counsel to the University of Florida on its central energy plant design-build-finance-operate-maintain project
Co-lead P3 counsel to Western Kentucky University’s programmatic student housing refresh and the University of Idaho’s campus master developer P3
Counsel to universities, developers, and lenders on student housing, parking, and energy P3 projects, including at Howard University, La Salle University, the University of Toledo, and the Colorado School of Mines
Lender’s counsel on the Miami-Dade County Courthouse P3 and university P3 projects at the University of Nevada-Reno and the University of Maryland
Owners’ counsel on two award-winning firehouse design-build projects

Energy & Project Finance

Owner’s counsel to several renewable energy developers on commercial solar, wind, and biomass installations across the Midwest and mountain states
Bond and underwriter’s counsel on project financings for ethanol, biorefinery, and renewable natural gas facilities in North Dakota, Nevada, and Pennsylvania
Counsel to New Jersey Transit on a microgrid P3 project for traction power resiliency

Recognition

Barnes & Thornburg’s infrastructure lawyers are consistently ranked among the leading P3 and project finance practitioners in the country.

Ranked in Projects: PPP, Nationwide by Chambers USA and Chambers Global, with individual rankings dating back more than a decade
Recognized as Leading Partners, Finance – Project Finance by The Legal 500
Named to The Best Lawyers in America for Project Finance Law and Public Finance Law
Co-lead P3 counsel on the Pennsylvania Department of Transportation’s Major Bridges P3 program, winner of the 2024 P3 Awards “Best Road, Bridge, or Tunnel Project”
Recognized as “Highly Regarded” for Project Development: Infrastructure by IFLR1000

Learn More About Our Infrastructure Practice

P3 and Alternative Project Delivery and Financing