Nossaman LLP

Barney A. Allison

Partner

T 213.612.7847
F 213.612.7801
777 South Figueroa Street, 34th Floor
Los Angeles, CA 90017

Barney Allison offers his clients 30 years' experience in the public finance and infrastructure arenas.  Public agencies rely on him for practical and strategic guidance.

Mr. Allison and his colleagues have paved the way for use of availability-payment-backed Private Activity Bonds (PABs) in financing major U.S. infrastructure projects.  The Indiana Finance Authority's award-winning East End Crossing Project is one example of this approach.

He offers public agencies unique experience with the specialized finance issues that arise in infrastructure transactions, including the use of public and private debt, private equity and federal credit assistance – particularly the TIFIA and Private Activity Bond programs. Mr. Allison provides his clients with legal expertise in this specialized area, as well as seasoned guidance through extremely complex processes.

Mr. Allison has acted as bond counsel, underwriter's counsel, disclosure counsel, issuer's counsel and special developer's counsel for public capital improvement projects involving a wide range of revenue and funding sources.  Projects include bridges, tunnels, highways and toll roads; transit systems and commuter-rail facilities; and government office buildings, parking facilities and criminal justice facilities.

He regularly speaks to professional associations on the use of public-private partnership (PPP) projects to finance and deliver high-priority transportation projects.  He also publishes on this subject and contributes his insights on new developments to the Firm's Infra Insight blog.

Representative Work

  • Indiana Finance Authority – East End Crossing.  Key member of the Nossaman team advising on the PPP procurement to design, build, finance, operate and maintain East End Crossing.  East End Crossing is a $1.18 billion, six-lane toll bridge across the Ohio River.  It is the largest PAB issue for a U.S. PPP transport deal and the first U.S. highway availability-payment transaction.  Procurement was completed in record time – ten months from issuance of the RFQ to commercial close.  In financing East End Crossing, the $194.5 million short-term bonds were secured by "milestone payments" awarded by meeting construction completion milestones.  The $482 million long-term bonds were secured by "availability payments," which were defined as meeting operational standards.  The project is scheduled for completion in 2017.  Mr. Allison was responsible for drafting and handling TIFIA and PABs-related matters.  He continues to be involved in contract administration.

    East End Crossing was the first PPP transaction ever named 2013 "Deal of the Year" by The Bond Buyer.  It was also named ARTBA 2013 P3 Project of the Year.  It is the first PPP transportation deal that does not use TIFIA funds in its capital structure.  Plus, it is the first PPP availability project debt to receive a "flat" investment-grade rating from both Standard & Poor's and Fitch.

  • California Department of Transportation – Presidio Parkway.  Leader of the legal team advising on the PPP agreement to design, build, finance, operate and maintain the project.  The $1.1 billion Presidio Parkway infrastructure project is a spectacular natural gateway connecting the Golden Gate Bridge with the City of San Francisco – traversing both an environmentally sensitive national park and a national historic landmark district. It is the first procurement initiated under California's recently enacted PPP law and only the third highway project developed through an availability payment PPP in the United States.   Mr. Allison prepared and advised on the procurement and contract documents, and arranged project financing, which included $45.6 million in equity, $166.6 million in senior bank loans and a $150 million TIFIA loan.  When the project was challenged in a lawsuit, he kept it on track and assisted Caltrans in its successful response.  The project is scheduled for completion in 2015.

    In 2012, Presidio Parkway was named P3 Project of the Year by ARTBA.  On the basis of this project and other accomplishments, Mr. Allison was named to the Los Angeles/San Francisco Daily Journal list of "Top 30 Real Estate Attorneys."

  • City of Indianapolis – Marion County Consolidated Justice Facility.  Key member of the legal team advising on all aspects of this innovative PPP project, essentially a lease-to-own plan.  Citing security concerns, the City of Indianapolis needed a way to move its criminal justice functions (including five separate jail facilities) into a single, efficient complex.  In this plan, $500 million of up-front design, construction and financing costs would be shifted to a private partner.  After construction, the partner will serve as landlord, operating, maintaining and upgrading the facility for 30 years.  The partner would be reimbursed over the years with large annual lease payments budgeted for by the City. This PPP transaction is one of the first of its kind for a criminal justice complex.  The 1.2-million-square-foot facility combines a new adult detention center (approximately 3,500 beds) with a community corrections facility, courthouse (approximately 32 criminal courts), sheriff's department offices and new surface parking facilities.  The City released an RFP to three shortlisted teams in June 2014. Commercial close is anticipated in late 2014/early 2015 and the facility is targeted to open in 2018. 
  • Texas Department of Transportation – PPP Concession Program.  Lead advisor to TxDOT on applications for federal pre-approval of TIFIA loans and PABs.  In recent years, Texas has emerged as an early adopter and model to other states of PPPs that successfully leverage federal credit programs and private activity bonds.  Mr. Allison negotiates terms and conditions with the Federal Highway Administration and TIFIA office, and assists in drafting financial terms for TxDOT's PPP procurement and contract documents.   He assisted with a $916.8 million loan from the USDOT under the TIFIA Program for the $3.9 billion Central Texas Turnpike Project, a 56-mile toll road system near Austin.  In addition, he advised on interpretation of statutory and regulatory guidelines, framed the credit instrument to match the project's larger plan of finance, anticipated term-sheet and loan document issues, and actively participated in all presentations and negotiations.
  • Texas Department of Transportation – Highway 161.  Advisor on financing this design-build project.  State Highway 161 is a $1.1 billion, 11.5 mile extension of the President George Bush Turnpike that runs along the western boundary of Dallas County. It is a joint effort of the North Texas Tollway Authority and TxDOT.  Mr. Allison assisted in negotiating and drafting a toll-equity loan agreement with NTTA, settling the terms by which TxDOT will advance state funds to cover eligible project costs.  He also advised on the assignment of NTTA's rights under the design-build contract as security and counseled TxDOT in connection with its inter-creditor arrangement with TIFIA.
  • San Joaquin Regional Rail Commission – Altamont Commuter Express Commuter Rail Project.  Served as bond and disclosure counsel to SJRRC in connection with the financing of this project.  The Altamont Corridor Express is an 86-mile commuter rail service that connects Stockton with burgeoning job opportunities in the Silicon Valley.  In 2011, ACE began construction of a $65 million equipment maintenance and layover facility on the north side of Stockton.  A portion of the financing was issued as "Economic Recovery Zone Build America Bonds."
  • Orange County Transportation Authority – 91 Express Lanes.  Special counsel to OCTA in connection with issuance of tax-exempt toll road revenue refunding bonds to refinance existing taxable bonds.  The 91 Express Lanes consists of a 10-mile, four-lane toll project located within the median of an existing eight-lane freeway connecting rapidly growing residential areas in Riverside and San Bernardino Counties with major employment centers in Orange and Los Angeles Counties.  When built, it was the world's first fully automated toll road using electronic transponders to collect tolls.  In 2003, OCTA bought the 91 Express Lanes from the private company that built them.

Awards & Honors

Named a Southern California "Super Lawyer" for Government Finance in 2014 by Los Angeles magazine

Named to the Daily Journal's "Top 30 Real Estate Attorneys" list in 2012

Bio Photo
Bio Photo

Practices

Education

J.D., University of Southern California School of Law, 1979

B.A., Amherst College, 1976, with honors

Admissions

California

Professional Affiliations

National Association of Bond Lawyers

Member, Transportation Research Board - Revenue and Finance Committee

Awards & Honors

Named a Southern California "Super Lawyer" for Government Finance in 2014 by Los Angeles magazine

Named to the Daily Journal's "Top 30 Real Estate Attorneys" list in 2012

     
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