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East End Crossing
1
East End Crossing (EEX) – USA
Case submitted by Stanford University – Global Projects Center, João Vitor Dutra Santos
Quick Facts
• Project Type: River crossing consisting of the reconstruction of a road
interchange and the construction of one four-lane bridge and one tunnel
• Size and Scope: Approximately 51.8 lane miles (2.8 for the bridge, 21 for the
Kentucky portion and 28 for the Indiana section), 2-3 north bound and 2-3 south
bound lanes
• Delivery Mode: DBFOM, Public-Private Partnership
• Location: East End of Louisville, KY, near Prospect, and southern Indiana, near
Utica
• Cost: $1.25 Billion USD: $750 million for the Kentucky approach, $200 million
for the Indiana approach and $300 million for the East End Bridge (2013,
including financing costs)
• Project Sponsors: Indiana Finance Authority (IFA) and Indiana Department of
Transportation (INDOT)
• Project Developer: WVB East End Partners, Members: Walsh, VINCI and
Bilfinger
• First Critical Event: 1996, INDOT and Kentucky Transportation Cabinet
(KYTC) initiated the Ohio River Major Investment Study to address future travel
across the Ohio River, near Louisville
• Construction Start: May 28, 2013
• Construction End: Expected for October 2016
• Key Features: The East End Crossing is part of the bi-state Ohio River Bridges
Project, for which both Kentucky and Indiana are responsible. While the latter
selected a DBFOM, P3 delivery mode for the East End corridor, Kentucky chose
a more traditional design-bid-build process for the other part of the project, the
Downtown Crossing
East End Crossing
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Figure 1: Border of Kentucky and Indiana, with the East End Crossing Project
highlighted. (http://eastendcrossing.com/bridge-maps/)
Figure 2: Various fragments of the East End Crossing (http://eastendcrossing.com/projec
t-overview/)
East End Crossing
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Project Description
Overview
The East End Crossing consists of a $1.25 billion project that connects Clark County,
Indiana, to Jefferson County, Kentucky, approximately eight miles northeast of
Louisville. Along with the Downtown Crossing (a $1.45 Billion USD project featuring a
new six-lane bridge and a reconfigured junction of the Interstate 65, connecting
downtown Louisville to Jeffersonville, Indiana), the East End Crossing is part of the Ohio
River Bridges Project, an infrastructure plan to increase cross-river mobility and alleviate
traffic congestion. The East End Bridge will feature two convex diamond towers with
two lanes in each direction. In Kentucky, a new four-lane section will be added to the
Gene Snyder Freeway (also known as I-265 or KY 841), linking its termination at U.S.
42 to the bridge. Additionally, there will be a remodeled interchange at U.S. 42 and a
tunnel beneath this highway. The Indiana role will be to extend the Lee Hamilton
Highway (SR 265) from SR 62 to the bridge. A new interchange will be built at Old
Salem Road, and an existing interchange at I-265/IN 62 will be reconstructed.
The project’s delivery mode is a DBFOM Public-Private Partnership with the Indiana
Finance Authority (IFA). WVB East End Partners, a consortium of Walsh Investors,
VINCI Concessions and Bilfinger Project Investments, was awarded the concession, with
a four-year construction period (from 2013 to 2016) and a 35-year operations term. The
concessionaire will be responsible for the operations and maintenance of the East End
Crossing and the bridge will be tolled, with toll collection administered by a different
concessionaire, chosen by the State of Indiana. IFA will make availability payments over
the concession term to WVB in exchange for providing and operating the asset. Funding
for these payments to the concessionaire will come from tolls. During construction, a
combination of state and federal funds, such as fuel taxes, will be used to make milestone
payments, with contributions from the state of Indiana and also from Kentucky.
East End Crossing
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Indiana Finance Authority (IFA) Background
IFA is the entity responsible for providing financial solutions and overseeing debt
issuance in the State of Indiana. It was established in May 15, 2005, after the
consolidation of multiple financial entities, among which was the Indiana Transportation
Finance Authority (see Appendix A). According to the Authority, the merger was “in
order to provide economic efficiencies and management synergies and enable the State of
Indiana to communicate as one voice with the various participants in the financial
market”. IFA has over $7.4 billion in assets and owns more than 20 properties throughout
Indiana.
Objective
The East End Crossing has the purposes of expanding cross-river mobility, relieving
transit congestions and connecting highways previously separated by the Ohio River.
Each day, approximately 225,000 vehicles cross the three bridges connecting Louisville
and southern Indiana (125,000 cross the seven-lane Kennedy Memorial Bridge, 75,000
travel through the six-lane Sherman Minton Bridge and 25,000 are using the Clark
Memorial Bridge on a daily basis), and the need for a new one was imminent since the
early studies, dated back to 19961. On September 9, 2011, the Sherman Minton Bridge
was closed for an undetermined length of time, after the discovery of cracks in its
supporting beams. The bridge remained closed for almost six months, exacerbating the
demand for construction of the Ohio River Bridges Project. By facilitating the movement
of people and goods, the project aims to stimulate the economy of both Kentucky and
Indiana. The easy access to downtown Jeffersonville is expected to create a new business
area and lead to the creation of over 11,000 new jobs in Indiana alone over the life of the
project.
For procurement purposes, the Ohio River Bridges Project was divided into two
components, Downtown Crossing and East End Crossing. Each state took responsibility
1 Informal discussions on the need for new corridors date back to as early as the 1960s, after the conclusion of the Kennedy Memorial Bridge.
East End Crossing
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for one portion as a way to share the duty. Before the start of construction, many cost
increases required that Indiana, the main party responsible for the East End Crossing
Project, seek alternative funding sources. While Kentucky chose a traditional design-
build contract for the Downtown Crossing, Indiana opted for an availability payment-
based public-private partnership2. Since 2006, the Indiana General Assembly granted the
Indiana Finance Authority permission to enter into P3s. The East End Crossing is the
second project of its kind administered by the IFA, the first one being the 2006 lease of
the Indiana Toll Road. Despite financial difficulty after drops in traffic during the Great
Recession and a possible change in management, the Toll Road lease contract still have
65 years left and is likely to generate future profits, because of recent increases in heavy
truck traffic (Puentes, R. 2014).
Approach
As the need for new alternatives to cross the Ohio River and connect KY and IN became
apparent, Indiana Department of Transportation and Kentucky Transportation Cabinet
developed an Environmental Impact Statement (EIS) from 2001 to 2003 and originated
the idea for the Ohio River Bridges Project. In 2003, INDOT and KYTC initiated the
work on the design phase and produced the first cost estimate. Due to future price
increases, traditional Federal and State transportation funding sources would not be
enough to finance the whole project, and even with some design modifications, the
project was not deemed financially feasible. As an alternative solution, KY and IN
endorsed a plan to use tolling income to complement the available state and federal
infrastructure budget. For the financing of the East End Crossing, Indiana opted for a
public-private partnership, because according to state estimates this approach would
reduce costs and get the project concluded within five years. During an eight-month
procurement process, a Request for Qualifications (RFQ) was issued to concessionaires
interested in the project, and six responses were received. The pre-selected ones were
invited by IFA and INDOT to propose. A draft Request for Proposal (RFP) was then
2 A Memorandum of Understanding signed by KY and IN defined that each state would be responsible for one of the two crossings.
East End Crossing
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given to four short-listed teams. Finally, WVB East End Partners was selected as the
winning proposer, with a construction cost of $763 million, 23% less than the IFA’s
estimates.
After the approval of the Ohio River Bridges Project and the determination of a PPP
delivery method for the East End Crossing, the discussion regarding tolling options
initiated. According to research from both Kentucky and Indiana, the best approach
would be to implement an Open Road Tolling (ORT) system, through which toll
collection is done using an electronic system instead of toll booths. Therefore, there
would be two payment alternatives3:
• Transponders: the gadgets should be installed in each car and will charge the
driver whenever he/she crosses the bridge.
• Video Toll: for pre-registered vehicles, money will be directly drawn from a
prepaid account, whereas non-registered ones will have their license plate
registered by camera and the bill sent to the owner’s address.
Due to the fact that no crossing between Kentucky and Indiana has been tolled for
decades, there was a growing concern regarding the adverse results of this expense on
environmental justice (EJ) populations. In order to avoid a disproportionately high
impact, the Indiana Department of Transportation (INDOT) will adopt a Tolling
Mitigation Plan, focused on low-income and minority groups. To further assess the
effects on EJ communities, a draft of the Economic Effects Assessment went public on
June 27, 2013, succeeded by three public opinion surveys and open house meetings held
in the end of July. Enrollment in the mitigation program would give to its members a
dollar amount in the form of state income tax credit, and be based on income, area of
residence and Federal Earned Income Tax Credit (FEITC), according to the following
table:
3 Financial and enforcement provisions regarding the tolling system are determined by a bi-‐state Tolling Body and may be altered before implementation starts according to future decisions.
East End Crossing
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Children Maximum Income (Earned or Gross Adjusted) Single Filing Joint Filing
3 or more $43,998 $49,078 2 $40,964 $46,044 1 $36,052 $41,132 0 $13,660 $18,740
Table 1: Income Limits for FEITC in 2011 (http://kyinbridges.com/wp-content/uploads/ Appendix-B_CAI-Admin-Cost-Estimatess.pdf; source: IRS.gov)
The research with EJ populations concluded that tolling would not have a significant
effect on their lives. Only 30% claimed that tolling would make them change their
commuting routes, and 65% declared tolling would not have any effect on their lifestyle.
WVB East End Partners
The East End Crossing concession was awarded to WVB East End Partners, a consortium
of Walsh Investors LLC, the construction branch of Chicago-based The Walsh Group,
VINCI Concessions and Bilfinger Project Investments, the PPP division of Bilfinger SE.
Walsh is the fourth largest highway contractor in the U.S., according to Engineering
News-Record, and delivered to INDOT the Super 70 highway, located in Indianapolis, in
the end of 2007. VINCI is a French operating company focused on PPPs with a network
of highways in excess of 4,000 km. Bilfinger is a 130-year old multinational company
that employs 70,000 people and has a strong presence on the transportation infrastructure
sector. On November 16, 2012, IFA selected WVB as the preferred bidder. According to
the proposal, the East End Crossing would be completed in October 2016, 8 months prior
to the deadline, and at a cost of $763 Million. Without implementing substantive scope
changes to the project, WVB suggested a price that was 23% less than IFA’s 2012 cost
estimates.
The concession contract covers the design, build, financing, operation, and maintenance
of the East End Crossing for 35 years. The East End Bridge will be tolled, with toll
collection managed by the State of Indiana. WVB compensation will be composed of
East End Crossing
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milestone payments (during construction) from the infrastructure budget and availability
payments (along the operations phase) supported by tolling income (see Appendix B).
Location
Every day, more than 225,000 vehicles cross the Ohio River in the Louisville area, the
majority of which travel over the Kennedy Memorial Bridge or the Sherman Minton
Bridge. To maintain cross-river mobility and allow traffic increases without causing
congestions, the construction of new bridges across the Ohio River was suggested in the
Ohio River Major Investment Study (ORMIS), in 1997. On July 2002, the Governors of
Kentucky and Indiana announced plans for two bridges, one in downtown Louisville and
another in the east end of the city. The Downtown Crossing would be adjacent to the
Kennedy Memorial Bridge in Louisville, and the East End Bridge location would be 8
miles upstream, connecting the east end of Louisville, near Prospect, to southern Indiana,
near Utica.
The East End Tunnel will extend under US 42 and the historic Drumanard Estate, in
Kentucky. A partial interchange will also be constructed in the area to allow northbound
I-265 traffic to exit onto US 42. In Indiana, the project will follow the SR 265, with the
addition of a new interchange at Old Salem Road and the reconstruction of the SR
265/SR 62 interchange.
Figure 3: East End Crossing (http://transportation.ky.gov/SASHTO/Louisville%20South
ern%20Indiana%20Ohio%20River%20Bridges%20Project.pdf; pg. 8)
East End Crossing
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Internal Project Characteristics
Finance and Funding
The East End Crossing delivery mode is a PPP, sponsored by the IFA. Based upon the
PPP agreement, the State of Indiana will partner with a concessionaire to design, build,
finance, as well as operate and maintain portions of the East End Crossing. The
concessionaire will be responsible for lifecycle work relating to pavement surfaces, new
bridges and existing structures, as well as patrolling, winter maintenance and roadway
repair. The exclusions will be the operation of the Electronic Toll Collection System,
conducted by a toll system provider, Kapsch TrafficCom, and the maintenance of the
Drumanard Tunnel, for which the Commonwealth of Kentucky will also be accountable.
Milestone payments will be made to the winning team for the completion of specific
sections of the project. The IFA will be contractually obligated to make these payments
accordingly, employing a combination of state and federal funds (see Appendix B).
Availability payments will not be outstanding until substantial completion. To support its
obligations, the concessionaire will guarantee private sector financing, including both
private equity and debt. WVB will use debt financing in the form of Private Activity
Bonds (PABs), both short and long term, and each of the three owners of the
concessionaire will contribute with an equal proportion of equity. The debt-equity ratio is
expected to be 89:11. Moreover, to secure availability payments under the concession
agreement, Indiana will commit to a share of toll revenues from the project.
The Indiana Department of Transportation (INDOT) has committed a total of $570
Million USD for the East End Crossing in federal and conventional state funds through
2018, as explained in the following table:
East End Crossing
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Budget ($YOE
– million) 2012 2013 2014 2015 2016 2017 2018 Total
State Funding 15,724 24,365 24,941 18,709 16,498 16,861 10,800 127,898
Federal Formula
Funding 26,885 57,600 66,800 74,835 65,993 67,443 43,200 402,756
Federal
Discretionary
Funding
31,500 7,900 0 0 0 0 0 39,400
Total 74,109 89,865 91,741 93,544 82,491 84,304 54,000 570,054
Table 2: Estimated Indiana and Federal conventional funding for the East End Crossing
(http://updates.kyinbridges.com/wp-content/uploads/2012/08/2012-08-01-Initial-Financia
l-Plan-ORBP-signed.pdf; pg. 24)
Considering the expected project cost, the approximate values of the funding sources
used by the State of Indiana will be $392 million for milestone payments (both state and
federal, including a $162 million TIFIA loan), as well as $201 million in other state and
federal funding. $489 million in Milestone Private Activity Bonds (Series A), and $19
million in Long-term Private Activity Bonds (Series B) will be underwritten by private
banks such as Bank of America Merrill Lynch, Goldman Sachs, J.P. Morgan and RBC.
The Commonwealth of Kentucky also contributed to financing the East End Crossing
project, providing $94.2 million in state and federal funding. $78 million will be the
equity contribution of WVB and up to $45 million should be available in a reserve
account for unforeseen events. All funding sources are described in the following pie
chart:
East End Crossing
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The final financing strategy will be subject to future market circumstances. Kentucky
and Indiana have developed preliminary financing plans that depend on the delivery
method chosen by each state. It may vary according to additional finance approaches,
such as borrowing through the Transportation Infrastructure Finance and Innovation Act
(TIFIA), which provides credit assistance to significant surface transportation projects.
Contracts
Over the course of the year 2011, the Louisville and Southern Indiana Bridges Authority
(LASIBA), the entity responsible for evaluating delivery options, identified the most
viable models. The bi-state organization has a board of 14 directors, 7 from each state. It
was originally created as a contracting and managing agency for the whole project;
however, the decision to divide the project in two portions reduced LASIBA to an
advising entity. For the East End Crossing, the selected approach was a PPP concession.
On March 9, 2012, IFA and INDOT issued a Request for Qualifications to teams
interested in designing, building, financing, operating and maintaining the project. After
pre-selecting four teams and issuing a draft Request for Proposal for each of them, the
final decision was announced on November 16, 2012. WVB East End Partners, a three-
Funding Sources
Milestone Payments from IN
Other IN State and Federal Funding
Milestone Private Activity Bonds (Series A)
Long-‐Term Private Activity Bonds (Series B)
KY State and Federal Funding
WVB East End Crossing Equity Contribution
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entity consortium focusing on financing, designing and constructing major highway and
bridges project, was named the preferred bidder for a 35-year contract, and will act as the
special purpose vehicle. The SPV selected Walsh and VINCI to be the lead contractors,
who made a design agreement with Jacobs Engineering Group to be the lead engineering
firm.
Since the Ohio River Bridges Project is a two-state development, there is also a need for
negotiating the roles and responsibilities of Kentucky and Indiana in the overall project,
especially concerning the sharing of tolling revenues and the financial approach
implemented by each party. Kentucky is in charge of financing and constructing the
Downtown Crossing, whereas Indiana is responsible for the upriver East End Crossing. In
general, the agreement between the states comprises budgeting matters, environmental
and workforce commitments, operations and maintenance, as well as toll collection and
enforcement.
Technical Elements
To finance the Ohio River Bridges Project, both states used alternative funding sources,
such as tolling. In order to gain legislative authority to impose tolls, Kentucky and
Indiana amended statutes and entered into an agreement with the Federal Highway
Administration. As soon as it is open to traffic, in the end of 2016, the East End Bridge
will be ready to be tolled, even though a grace period may be implemented to guarantee
that drivers will get used to dealing with the new system. Tolls will be operated in
accordance with a policy based on the use of high speed, electronic non-stop tolling, and
the project will be Kentucky’s first endeavor in electronic tolling.
Due to the fact that operations will start no sooner than 2016, many decisions regarding
tolling policies have not been discussed yet. The states selected in February 2015 a toll
services operator (eTrans KY Inc., of Louisville) to oversee the work of the tolling
provider, and a revenue control manager (KPMG LLP). A procedure to include more
East End Crossing
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details about toll rates, start date, charge methods and tolling account maintenance is
currently under development.
Initial toll rates for three classifications of vehicles have been approved, using three
different methods. In the case of transponder, motorists will install the equipment in their
vehicles and set up a pre-paid account from which toll fees will be automatically
withdrawn every time a vehicle crosses the gantry. Drivers will be able to choose from a
national transponder that operates with other tolling systems or a local one, compatible
only with the Ohio River Bridges tolls. Registered vehicles will likewise require a pre-
paid account; however, payment deduction will occur when video monitors capture the
license plate. Finally, for non-registered vehicles, it is likely that the license plate will be
video-captured and the bill sent to the driver’s matching address4.
The initial estimates for tolling prices are shown on Table 3. The tolling body will discuss
more comprehensive criteria for frequent commuters and truck categorization in future
meetings. To be even with inflation, toll rates will be annually adjusted by 2.5% or
according to the Consumer Price Index, whichever is greater. Increases will normally
take effect on July 1st.
Toll Rates Passenger
Vehicle
Medium
Trucks
Heavy
Trucks
Frequent Commuter Discount $1.00 N/A N/A
Transponder $2.00 $5.00 $10.00
Registered Video (Video
License Capture) $3.00 $6.00 $11.00
Non-Registered Vehicle
(Video License Capture) $4.00 $7.00 $12.00
Table 3: Expected values for initial toll rates (http://eastendcrossing.com/tolls/) 4 Tolling authorities and contractors will still decide final enforcement policies.
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Risk and Risk Mitigation
With construction costs 23% below estimates, a quick 8-month procurement period and
strong political support, the process that culminated in the East End Crossing has shown
multiple examples of success so far. Nonetheless, a project valued at more than $1 billion
dollars has multiple risks associated with its scope. One of the most critical lies in the
delivery mode. The first PPP in the State of Indiana, the Indiana Toll Road, filed for a
pre-packaged Chapter 11 bankruptcy in 2014, 8 years after the concessionaire was
awarded the right to operate the road for 75 years. Even after taking precautionary
measures to avoid financial restructuring, unexpectedly low traffic volumes can affect the
success of a tolled highway project.
The funding amount available for the East End Crossing will also be vulnerable to risks
that cannot be fully anticipated. The states assumed that future state and federal funds
would be ready for use within the time frame of the budget planning cycles. Although a
default is unlikely to occur, there is risk in these projections. The mitigation strategy
chosen in Kentucky was to include the project in the current biennial budget and
Highway Plan at the funding levels. Indiana, on the other hand, added the project to
INDOT’s internal budgeting and financial control systems, and IFA will detail the annual
amount of funds to meet payment requirements.
Moreover, forecasts for traffic and revenues are subject to change, even after careful
reports and sensitivity analysis are performed. If they are less than the expected values,
the project’s ability to repay its debt may be in jeopardy. In the event tolls are insufficient
to cover the agreement obligations, the states will provide additional funds to supplement
their share of toll revenues.
Access to capital markets for bonding toll revenues, as well as the availability of a TIFIA
loan, can also be hampered by economic conditions. Market volatility can limit access or
increase financing costs. For the East End Crossing, the private sector is the financing
East End Crossing
15
provider, and has a demonstrated track record of securing bank financing for concessions
projects.
Additionally, taxpayers’ dissatisfaction with the project could be a threat to the East End
Crossing. Even though most of the population approves the construction of a new
corridor, few locals are outraged with some of its aspects, such as the tunnel. They argue
that spending hundreds of millions to preserve one historic property is an unreasonable
cash disbursement, and filed lawsuits with the hope to prevent it from being built. Despite
isolated examples of discontentment, acceptance regarding the project has normally been
widespread.
Inflation is another source of risk, as the rate for highway construction has been very
volatile over the past several years. In the case of contingency, the considered amount
may be insufficient to compensate every unexpected cost. A PPP concession helps
transfer much of these two risks to the private sector. Regarding the project schedule,
delays in the receipt of approvals, unanticipated site conditions and lack of coordination
can defer the East End Crossing agenda. According to the Initial Financial Plan (INDOT
& KYTC, 2012), extensive effort was put into the acquisition of permits and in the
geotechnical analysis to try to prevent delays from happening.
Finally, moving forward with a toll mitigation program for EJ populations demands
further investigation of potential risks. There is no standard for income-eligibility
program between KY and IN, therefore both would have to plan, implement and operate
a mutual and fair program. Also, litigation challenges may pose a legal concern, as
implementing a toll discount program may include litigation costs to defend it. Data
security should be of interest as well, mainly because a mitigation program would
demand that those in charge handle income data with security and confidentiality,
according to IRS standards.
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Risk Category Assignment Level of Severity
Construction WVB Low
Design WVB Low
Enforcement WVB Low
Environmental Impact Public Moderate
Finance WVB Moderate
Land Acquisition Public Low
Maintenance WVB Low
Market WVB Moderate
Operations WVB Moderate
Performance Shared High
Political Shared Moderate
Table 4: Risk assessment
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External Project Characteristics
Economic Conditions
The last bridges constructed in the greater Louisville area to connect KY and IN were the
Kennedy Memorial and the Sherman Minton, back in the 1960s. Since then, the
population of the two states grew nearly 40 percent5, and so did traffic congestions. In
order to improve cross-river mobility and avoid safety hazards, the ORMIS, an
investment study, was developed during the 1990s. Its final report suggested the need for
two bridges across the Ohio River, one near the Kennedy Bridge in downtown Louisville
and another 8 miles upstream.
The Ohio River Bridges Project is expected to positively affect the region’s economy by
creating jobs and increasing the level of salaries. The impact on market access and
transportation efficiency is anticipated to surpass the adverse consequences of tolling on
the household income. Indiana alone is expected to gain over eleven thousand direct new
jobs over the project’s life, mainly because of the possibility to create a new business
environment in downtown Jeffersonville, IN. As a consequence, government revenue
should increase, and the surplus can be used to improve public services.
Legal / Legislative Conditions
In January 2011, the Mayor of Louisville and the Governors of Kentucky and Indiana
announced a proposal to investigate design options that could reduce the cost of the Ohio
River Bridges Project and speed construction. After the evaluation of multiple alternative
delivery options, a PPP approach to the East End Crossing was announced on December
29, 2011. On March 5th of the following year, the governors signed a memorandum of
understanding to honor their agreement and to define the roles and responsibilities of
each state. Four days later, IFA and INDOT issued a Request for Qualifications (RFQ)
directed towards concessionaires interested in designing, building and financing the East
End Crossing, as well as operating and maintaining portions thereof. On April 23rd,
5 Data from the U.S. Census Bureau.
East End Crossing
18
Indiana authorities released a short list of the teams that would be invited to propose on
the project, and on May 2nd a draft RFP was handed to the four pre-selected teams.
The Ohio River Bridges Project is a bi-state proposal and requires legislative authority of
both parties to impose tolls and allow public-private partnerships. In order to authorize
tolling, Kentucky revised a legal document named Section 175B.030, and Indiana also
amended its tolling and P3 statutes in 2012. The latter state established itself as a national
example for leveraging private sector capital to finance, construct and maintain
transportation infrastructure projects. Indiana General Assembly approved legislation
over the last years endorsing IFA’s participation in public-private partnerships, such as
the Toll Road project in 2006. The aim has been to rapidly alleviate traffic congestions in
existing highways by taking advantage of the private sector expertise. In the middle of
2012, the Federal Highway Administration (FHWA) issued a revised Record of Decision
and accepted the toll agreement.
Social / Civic Conditions
Due to the East End Crossing location, various civic concerns emerged with the approval
of the project. The tunnel beneath the historic Drumanard Estate is arguably the most
controversial of them. The property, designed by prominent architects, is listed on the
National Register of Historic Places. Its landscaping is associated with Frederick Law
Olmstead, the creator of New York’s Central Park. Digging the 2000-foot long tunnel to
bypass the estate was the alternative with the least intense impact on the environment and
on historic places, but it will cost more than $130 million dollars to construct6. Many
taxpayers are upset about this forecasted cost, and there are formal requests to the
Kentucky Heritage Council that the Drumanard Estate lose its historical title, in a bid to
eliminate the tunnel and reduce the overall price of the project.
Considering that none of the Ohio River crossings near Louisville has been tolled for
decades, the impact of this expense on the population was also a source of social concern.
6 Local newspapers say that the final cost may escalate to as high as $300 million.
East End Crossing
19
FHWA researched the effects on both EJ and non-EJ communities, and the results
demonstrated that the average individual cost for an EJ population car is likely to increase
by a greater percentage, when compared to a non-EJ population car. To gauge public
opinion, meetings have been promoted during development period, and surveys have
been conducted to better understand perspectives and inputs of EJ communities. These
studies focused on racial minorities and low-income residents, as well as on small
businesses that use vehicles to commute through the Ohio River on most days. By asking
those groups to indicate the burdens that may result from tolling, KYTC and INDOT
could understand usage patterns and perceptions around tolling and therefore identify
potential mitigation measures (such as toll subsidies, discounted rates and annual
reimbursement). Despite initial worries, surveys indicated that the impact caused by
tolling on EJ populations was less significant than EJ leaders previously forecasted, with
almost 65 percent of these individuals claiming that tolling would not alter their
lifestyles.
Table 4: Tolling impact on commuting behavior (http://kyinbridges.com/wp-
content/uploads/Appendix-E5_Qk4-Comparison-of-Surveys-IQS-Community-and-Leade
r-2.pdf; pg. 3)
East End Crossing
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Political Conditions
In July 2002, the two governors of Kentucky and Indiana signed a historic agreement to
pay for the Ohio River Bridges Project. The contract was based on the ORMIS, released
in 1997, which indicated the need for two new river crossings, one in downtown and
another in the east end portion of Louisville. According to the 2003 Record of Decision
(ROD)7, the project was expected to have a year-of-expenditure cost of $2.5 billion.
However, in 2007, a more detailed financial plan escalated the cost to $4.1 billion, due
mainly to inflation. Traditional federal and state funding sources were initially proposed,
along with potential alternative approaches, such as tolling. In July 2010, LASIBA,
INDOT and KYTC submitted the formal financial demonstration document and
concluded that traditional revenue sources could not exceed $1.9 billion and, therefore,
were not enough to fund the Ohio River Bridges Project. In response to this $2.2 billion
shortfall, cost-saving modifications had to be made. By eliminating pedestrian and bike
paths, as well as reconstructing interchanges on the existing footprints instead of building
new ones, savings of over $1.0 billion could be applied. Moreover, preliminary estimates
suggested that tolling revenues would generate from $800 million to $1.2 billion in
funding capacity, deeming the project viable.
On December 29, 2011, Kentucky and Indiana reached consensus on a plan to finance
and construct the project. Responsible for the East End Crossing, the state of Indiana
chose a P3 as the delivery mode. The political conditions for this approach were
favorable, because the Indiana General Assembly had passed legislation over the last
several years authorizing IFA to take part in public-private partnerships. With the claim
that the private sector helps saving money from taxpayers by bringing new ideas into the
project, Indiana selected the winning concessionaire on November 16, 2012, after an
eight-month procurement process.
7 ROD is used to document the decision reached by FHWA at the conclusion of the process. Issuance of ROD allows FHWA, INDOT and KYTC to proceed with federally funded design, construction and land purchases after all permits have been obtained.
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The protests against tolling and the construction of the East End Tunnel also demanded
political involvement. The intense opposition was due to the high cost of the structure
built to preserve a historic estate. A group named “Say NO to Bridge Tolls”, known for
holding informational sessions and promoting protests in opposition to tolling fees, has
been advocating to change the historic status of the property and to avoid the construction
of the tunnel, but did not meet much success. This community group campaigns for the
downsizing of the project and the veto of tolls, alleging that the fee will compromise the
effectiveness of the transportation system and limit job creations.
Environmental Conditions
So as to evaluate project alternatives in terms of their environmental impact, FHWA,
INDOT and KYTC started to prepare a primary version of the Environmental Impact
Statement (EIS) in 1998. By evaluating alternatives for improving cross-river mobility,
the document aimed to address elements such as traffic congestions, safety problems and
inadequate freeway rerouting. The Final Environmental Impact Statement (FEIS) was
developed in 2003, and later modified to be financially feasible, result in less impact and
become the selected alternative.
Quantitative Impacts
To
FEIS Selected
Alternative
FEIS Modified
Selected Alternative
Acres of prime farmland
converted 57 57
Section 4(f) Properties
used 8 8
Number of historic
districts impacted 10 10
Number of historic sites
impacted 24 23
Number of archeological 7 7
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22
sites impacted
Air Quality Impacts No violations, project
demonstrates conformity
No violations, project
demonstrates conformity
Number of impacted
Historic Properties 18 13
Acres of terrestrial
wildlife/habitat impacted 237.3 194.4
Acres of wetlands
impacted 13.28 9.68
Number of stream
crossings (including Ohio
River Project)
24 23
Number of floodplains
crossed 6 5
Total acres of
encroachment 178.35 80.03
Number of Owner/Tenant
Residential Unit
Relocations
65/15 55/15
Number of Business/Not-
for Profit Facility
Relocations
79/1 23/1
Number of Agricultural
Properties Impacted 18 18
Number of Community
Resources Relocations 0 0
Table 5: Summary of environmental impacts (http://www.in.gov/ifa/files/111110_01_SD
EIS_Exec_Summary.pdf; pg. S-21)
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23
In spite of the general acceptance towards the project, some individuals express strong
opposition to some of its components, such as the tolls and the financial impact it may
cause to commuters. A lawsuit was filed by two groups, River Fields and the National
Trust for Historic Preservation, against the FHWA in September 2009. It was an attempt
to veto the ROD for the Ohio River Bridges Project. Moreover, conflicting opinions have
been stated concerning whether to build one or two bridges, or even that they are both
badly needed and a light-rail option would be more appropriate.
A different concern relates to the “heat island” effect in Louisville. According to the
Urban Climate Lab at Georgia Tech, the city has the highest index of this phenomenon in
all the United States. Part of the explanation lies in the fact that the tree coverage is very
sparse in the metro area. Furthermore, the meteorological conditions of the Ohio River
Valley contribute to trap part of the heat within the city boundaries. The addition of over
400,000 tons of asphalt will increase an already intense effect and push the temperatures
in Louisville even higher.
Uncertainties
As in most of the large infrastructure developments, the general level of satisfaction with
the East End Crossing was uncertain. The construction work has been responsible for
traffic interruptions and lane restrictions. In order to inform local residents about the
current stage of the project, WVB and INDOT provided a newsroom section on the EEX
website. Weekly updates and traffic alerts are posted on the page, and its users can also
forward the news to a desired email address or cell phone. The website also features a
FAQ section about rock blasting, with the aim to tranquilize local residents in case their
houses shake slightly. Moreover, WVB sends relevant information to local newspapers
and radio stations, while INDOT provides a contact representative to answer questions
and concerns.
The selected design for the project was also a source of uncertainty. The proposal
featured on the 2003 FEIS had a cost estimate of $2.5 billion, but the 2007 FEIS Selected
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Alternative increased the year-of-expenditure cost to $4.1 billion, mainly because of
inflation and construction cost adjustments. To reduce costs, design adjustments and
additional revenue options, such as tolling, had to be identified and implemented. Despite
being financially feasible, this modified alternative was uncertain, especially concerning
toll acceptance. As a way to determine the impact of the fees on commuters, INDOT and
IFA held public meetings and conducted surveys. After analyzing the results, the
agencies proposed that a reduced fee is applied to EJ populations, as they would be the
social group most affected by tolls.
Additionally, the delivery method Indiana selected was of concern. The East End
Crossing is the second public-private partnership in the state, after the 2006 Indiana Toll
Road. Because of the Great Recession, this highway faced dramatic drops in traffic
volume, and did not have enough toll-paying vehicles to break even. Various viability
studies, such as the ORMIS, the updated Financial Plan and the SFEIS, endorse the Ohio
River Bridges’ success. However, uncertainty still exists, considering that meeting
projections depends not only on the project itself, but also on external economic and
social conditions.
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Case Conclusion
Current Operations
The East End Crossing is currently under construction. The work started in the beginning
of 2013, and conclusion is forecasted for the last quarter of 2016. The ongoing
construction activities are:
• Underground tunnel blasting near the intersection of US 42 and KY841
• Removal of existing concrete pavement, surface blasting and rock
excavation along KY 841 to prepare the grade for a new northbound
pavement
• Work on the upper portion of the two towers for the cable-stayed bridge
• Reconstruction of the SR 265/SR 62/Port Road interchange in Indiana
Figures 4 and 5: construction of the East End Bridge (www.eastendcrossing.com/east-
end-crossing-schedule-overview)
The upcoming work in Kentucky includes the structural steel placement for the bridge,
construction of safety walls along KY 841 and construction of the tunnel. The bridge still
needs to have the towers’ structural steel installed, as well as the cable-stay anchor boxes.
Indiana, on the other hand, will finalize on its side the concrete paving activities and
focus on landscaping/aesthetic work.
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26
Many aspects of the tolling policy are still undecided, and must be developed before
conclusion of the construction works in 2016. A Tolling Body composed of finance,
infrastructure and transit authorities of both states, such as IFA and KPTIA, was created
to take official action. This organization, responsible for developing tolling policies and
determining future fee rates, is working with tolling consultants and will hire a tolling
integrator to install and maintain the system. The Tolling Body will also establish more
detailed criteria for trucks, frequent commuters and environmental justice populations
during future meetings.
Dynamics
Since the beginning of the design process, dynamic elements have been part of the East
End corridor project. One of the aspects worth noting is the stakeholders’ support. In
order to authorize the IFA to take part into public-private partnerships, the Indiana
General Assembly easily approved the necessary legislation, like the Senate Bill 473 of
May 2011. As soon as the procurement process reached financial closure in 2013, the
winning concessionaire, WVB East End Partners, INDOT and IFA worked together to
start the construction work. One event served as an incentive to accelerate the job’s pace:
the closure of the Sherman Minton bridge, back in 2011. The bridge was closed for more
than five months due to the discovery of critical cracks in its supporting beams. Different
traffic routes have been developed while the bridge was undergoing repairs. However,
more than 90,000 cars that used to travel through it every day had to choose between two
congested crossings, the Kennedy Memorial Bridge or the Clark Memorial Bridge,
illustrating the need for new corridors. So far, WVB have been successful at meeting pre-
established schedules and quality benchmarks, and the expected date of conclusion is
October 2016.
A different dynamic is related to tolling. Both Indiana and Kentucky were worried about
the consequences the fee would have on their citizens’ budget, and conducted surveys to
gauge the financial impact on daily commuters. For low-income individuals, there is
willingness to switch to non-tolled routes, such as the Clark Memorial Bridge, unless in
East End Crossing
27
circumstances where time is a factor. Furthermore, those who utilize the crossings for
both work and non-work purposes indicated that they would seek to combine and
minimize their number of trips, employing alternatives such as going shopping
immediately after work. To reduce the financial effects on EJ populations, tolling
mitigation policies, such as a reduced fee or an annual reimbursement, have been
proposed, and the states have provided $20 million to TARC (the major public
transportation provider in the Louisville metro area), for an enhanced bus program across
the bridges. The final tolling policy, compliant with FHWA, will be completed before
tolling is initiated.
Effects
From a political perspective, the Ohio River Bridges Project had a positive impact on the
government of both Kentucky and Indiana. When Republican Mitch Daniels, Governor
of Indiana, and Democrat Steve Beshear, Governor of Kentucky, signed off the project
funding in 2011, the news was received with enthusiasm. At that time, the bridges
throughout the Ohio River were under strong criticism, deemed by many as crumbling
and incapable of dealing with the increasing traffic. The confirmation of the project
contributed to calm the nerves and kept the situation under control when the Sherman
Minton Bridge was closed the following year.
The economic effects tend to be positive as well. In spite of some opposition against the
high cost of the project, predictions show that, in the long run, thousands of jobs will be
created and additional economic growth will be enabled. Therefore, the associated
increases in government revenues are expected to compensate the capital disbursement
applied to the design and construction of the Ohio River Bridges Project.
Regarding social aspects, both states are working to mitigate the negative impact that
tolling will have on commuters. Due to the government’s effort to identify the most
vulnerable social groups and willingness to listen to environmental justice communities,
commuters’ acceptance towards this fee has been high. Minor opposition is also headed
East End Crossing
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for the tunnel underneath the Drumanard Estate, but in general civilians are satisfied with
the project and the positive contribution it will make to the Louisville metro area.
Summary
The East End Crossing is expected to have a positive impact for both Kentucky and
Indiana. A more adequate system linkage will contribute to alleviate traffic congestions
and to improve cross-river mobility. Regarding the economy, predictions show that a new
business area may be developed in Jacksonville, southern Indiana. This state alone is
anticipated to create eleven thousand jobs during the project’s life, which will definitely
be beneficial to those living in the area.
The use of a public-private partnership was an effective approach to test the viability of
such delivery mode in the region, especially after the only concluded P3 project in the
State of Indiana, the Indiana Toll Road, faced serious financial distress. Unlike the former
road, the East End Crossing has been constructed and may start its operations in times of
economic stability; therefore, it will be able to provide a more accurate feedback on the
feasibility of P3s. So far, there has been effective communication between stockholders,
as no major pitfall has been noted and the procurement process was successful and rapid.
The concessionaire is experienced with P3s and could identify private sources of funding
with no difficulty. A brand-new corridor with advanced tolling systems will be delivered,
bondholders will have an investment that is fairly secure8 and users will be given the
alternative to use new bridges at a cost or to cross the Ohio River for free using old
routes.
Despite the relatively favorable public reception, some elements of the project were
received with opposition. Tolling is one example, because before the Ohio River Bridges
Project no bridge in the greater Louisville area was tolled. After holding public meetings
and conducting surveys to measure the impact of tolling, the States decided to promote
mitigation policies that would benefit commuters from EJ populations and prevent them
8 Fitch rated WVB’s private activity bonds ‘BBB’ and the project’s TIFIA loan ‘AA+’.
East End Crossing
29
from being the most affected group. The tunnel under the Drumanard Estate is also a
controversial element of the project, due to its high construction cost.
In all, although there is some public resistance, the project has been successful so far with
respect to the use of P3 and the infrastructure component. The public sector supports the
way the private sector raised funds, and the civic sector seems to approve the bridges and
accept tolling. As a consequence, when concluded, the East End Crossing wishes to serve
not only to ameliorate traffic conditions, but also to legitimize the use of P3s in the State
of Indiana.
Timeline of events
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Stakeholder Summary Table
Stakeholders
Role
Involvement Advitam P3 Design Subcontractor Middle-Late American Structurepoint Design Firm Subconsultant Middle-Late Bank of America Merrill Lynch Private P3 Finance Early Barnes & Thornburg Bond Counsel Early-Late Bilfinger Project Investments P3 Equity Member Early-Late Bizzack Construction P3 Design Subcontractor Middle-Late Buckland & Taylor Design Firm Subconsultant Middle-Late City of Jeffersonville, IN External Municipality Early-Late City of Louisville, KY External Municipality Early-Late Clark County, IN External Municipality Early-Late Deloitte TIFIA Financial Advisor Early-Middle Fitch External Bond Rating Agency Middle Goldman Sachs Private P3 Finance Early Haydon Bridge Company P3 Design Subcontractor Middle-Late Ice Miller Special Counsel to IFA Early-Late Indiana Department of Transportation Enabling Legislation Early-Late Indiana Finance Authority Public Sponsor Early-Late Indiana General Assembly Enabling Legislation Early International Bridge Technologies Design Firm Subconsultant Middle-Late J.P Morgan Private P3 Finance Early Jacobs Engineering P3 Design Firm Middle-Late James H Drew P3 Design Subcontractor Middle-Late KPMG P3 Financial Advisor Early-Late Macdonald Architects Design Firm Subconsultant Middle-Late Mayer Brown P3 Transaction Advisor Early-Late Milestone Contractors P3 Design Subcontractor Middle-Late Moody's External Bond Rating Agency Middle Nixon Peabody TIFIA Legal Advisor Early-Middle Public Employees of IN & KY External Stakeholders Early RBC Capital Markets Private P3 Finance Early Scotiabank P3 Transaction Advisor Early-Late Stantec Design Firm Subconsultant Middle-Late VINCI Concessions P3 Equity Member Early-Late Walsh Investors P3 Equity Member Early-Late WVB East End Partners P3 Concessionaire Early-Late
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Stakeholder Summary Chart
(http://www.transportation.northwestern.edu/docs/2013/2013.01.28_LipinskiSymposium
_Ciambrone.pdf; pg.14)
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References9
BRIDGES & TUNNELS 2013. East End Bridge (Interstate 265) [Online]
Available: http://bridgestunnels.com/bridges/ohio-river/east-end-bridge-
interstate-265/
BUSINESS WIRE 2015. Fitch Rates Indian Finance Auth – East End Crossing TIFIA
Loan ‘AA+’. Business Wire
EAST END CROSSING 2015. The project [Online].
Available: http://eastendcrossing.com
FHWA 2015. Project Profiles – Ohio River Bridges East End Crossing [Online]. Federal
Highway Administration.
Available: http://www.fhwa.dot.gov/ipd/project_profiles/ky_eastendcrossing.aspx
FHWA 2012. Revised Record of Decision. U.S. DOT – Federal Highway
Administration.
FHWA 2012. Supplemental Final Environmental Impact Statement. Federal Highway
Administration, Indiana Department of Transportation and Kentucky
Transportation Cabinet.
IFA 2013. Indiana’s P3 Success – East End Crossing. Indianapolis, IN. Indiana
Finance Authority.
INDOT & KYTC 2012. Initial Financial Plan. Louisville, KY. Indiana Department of
Transportation and Kentucky Transportation Cabinet.
INDOT & KYTC 2015. Assessment of Economic Effects of Tolling and Strategies for
Mitigating Effects of Tolling on Environmental Justice Populations. Indiana
Department of Transportation and Kentucky Transportation Cabinet.
PARSONS 2013. Ohio River Bridges [Online]. Parsons Corporation.
Available: http://www.parsons.com/projects/Pages/orb.aspx
9 In addition to the references cited, over 80 additional media articles and reports, both public and private, were collected on Factiva and through online searches.
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33
PUENTES, R. 2014. The Indiana Toll Road: How Did a Good Deal Go Bad. Forbes.
Available: http://www.forbes.com/sites/realspin/2014/10/03/the-indiana-toll-road-
how-did-a-good-deal-go-bad/
STARK, J. 2013. Louisville-Southern Indiana Ohio River Bridges Project – East End
Crossing. Indiana Department of Transportation.
WHITE, C. 2014. East End Bridge remains on schedule. Louisville, KY. The Courier-
Journal
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Appendix A – IFA Organization Chart and Pre-Merger Entities
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Pre-Merger Entities
Indiana Development Finance Authority
State Office Building Commission
Indiana Transportation Finance Authority
Recreational Development Commission
State Revolving Fund Programs
Indiana Brownfields Program
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Appendix B – Project Financing
The concession structure being implemented in Indiana allows the East End Crossing to
be financed with a combination of funding sources from the State of Indiana as well as
debt and equity secured by the concessionaire. The planned approach guarantees that
Indiana’s conventional funding commitments will be used for annual Milestone
Payments, and the concessionaire will be compensated with Availability Payments
thereafter.
To support the project procurement, INDOT guaranteed $570 million in federal and state
funds through 2018, including six annual Milestone Payments of $54 million, additional
construction costs of $173 million and $73 million in previously expended funds. An
additional two amounts of $54 million towards Milestone Payments has also been
committed. Upon WVB’s achievement of substantial completion, Availability Payments
will start. They will be funded through biennial State appropriations, and toll revenues
will be applied to offset the State’s annual obligations.
A summary of the crossing’s estimated financed elements can be found on the following
table. It displays the estimated financing construction costs and the anticipated toll
revenues that will be used to meet the Availability Payment requirements.
Annual Appropriation
Example (Thousands) Total 2018 2019 2020 2023-2052
Annual Project
Financing Repayment
(YOE)
$713,136 $20,375 $20,375 $20,375 $611,259
Tolling Revenue
Contribution (YOE) $3,766,454 $41,337 $43,714 $46,184 $3,534,706
Net Appropriation
Requirement $0 $0 $0 $0
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Projected Indiana
Capital Program
(YOE)
$700,000 $700,000 $700,000 $21,000,000
Federal $560,000 $560,000 $560,000 $16,800,000
State $140,000 $140,000 $140,000 $4,200,000
Table 6: East End Crossing annual appropriation example (http://updates.kyinbridges.co m/wp-content/uploads/2012/08/2012-08-01-Initial-Financial-Plan-ORBP-signed.pdf; pg. 31)
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Appendix C – Tabulation of Critical Events
Occurrence Critical Event
63 KY and IN establish a cooperative transportation program (Kentuckiana
Regional Planning and Development Agency - KIPDA)
63 Kennedy Memorial Bridge opens to traffic
69 First LMA's transportation plan recommends the extension of I-265
78 Next long-range transportation plan calls for the extension of I-265 one
more time
91 Beginning of the Ohio River Bridge Study
94 Conclusion of the Ohio River Bridge Study
95 KIPDA initiates a Major Investment Study (ORMIS)
96 KIPDA endorses the recommendation of a "two-bridge solution"
97 INDOT and KYTC agree to jointly pursue needed improvements to
cross river mobility
98 FHWA issues a Notice of Intent to indicate the preparation of an EIS
Jul-02 Governors of KY and IN announce the Ohio River Bridges Project
Sep-03 FHWA issues a ROD (first design, later abandoned)
Apr-05 The states hold public meetings to evaluate bridge designs
May-05 Multiple state authorities consolidate and form the IFA
Jul-06 Design alternatives for the East End Crossing are announced
Feb-07 Bids for the project start, but do not meet expectations. Construction is
delayed
May-08 FHWA approves the initial financial plan
Feb-08 INDOT and KYTC release a study arguing that tolls would likely be
implemented
Oct-09 Formation of the Louisville-Southern Indiana Bridge Authority (LSIBA)
Dec-09 Indiana Governor authorizes the state to participate in the project though
an Executive Order
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Dec-10 LSIBA confirms the implementation of a tolling system to finance the
project
Jan-11 To reduce costs, the states explore new design options
Sep-11 Sherman Minton Bridge is closed
Oct-11 The states analyze delivery modes and pre-select two options: a design-
build approach and an availability payment concession
Dec-11 Indiana announces that the state would take the lead in the East End
Crossing project
Feb-12 Cost review reduces the price of the Ohio River Bridges Project to $2.6
billion
Feb-12 Sherman Minton Bridge is reopened
Mar-12 Updated financial plan is approved
Mar-12 IFA and INDOT issues RFQ
Mar-12 KY and IN sign Memorandum of Understanding
Apr-12 Due date for RFQ responses
Apr-12 SFEIS (Supplemental Final Environmental Impact Statement) is signed
Apr-12 Four short-listed contractors are announced
May-12 IFA and INDOT issue a draft RFP to the short-listed teams
Jun-12 FHWA issues a Revised ROD, approving the Modified Selected
Alternative
Jul-12 FHWA accepts the Toll Agreement for the project
Nov-12 WVB East End Partners is named preferred bidder
Feb-13 INDOT conducts surveys about tolling to better understand EJ
populations
Mar-13 Financial closure of procurement process
Jun-13 Draft of the Economic Effects Assessment regarding tolling is released
Aug-14 Surveys about tolling mitigation policies are conducted
Sep-14 IFA holds public meetings about the selected proposal and contracts
Apr-15 Fitch rates WVB’s private activity bonds ‘BBB’ and the project’s TIFIA
loan ‘AA+’
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Apr-15 Document showing the economic effects of tolling is released
Oct-16 Crossing is expected to open to traffic
Jun-17 Deadline for completion of the East End Crossing
