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Nossaman LLP

Elizabeth L. Cousins

Partner

T 213.612.7822
F 213.612.7801
777 South Figueroa Street, 34th Floor
Los Angeles, CA 90017

For more than a decade, Elizabeth Cousins has served as a key advisor on an array of important infrastructure projects delivered through public-private partnerships (P3s) and other alternative delivery methods.

Public and private entities have benefited from her strategic and commercial advice in procuring complex and cutting-edge projects in the transportation, social and water infrastructure sectors.  As a former attorney at one of Australia’s leading law firms, she advised on some of that country’s highest profile P3 deals.  She now uses her skills to advance large U.S. projects – from business case and development to implementation and contract administration.

As a result of her deep international and U.S. expertise in P3s and other non-traditional tools, Ms. Cousins is often called upon to help public agency clients launch their own P3 programs to produce high-impact, one-of-a-kind projects.  She handles a full range of issues in transactions including participating in industry engagement, developing and finalizing Requests for Qualifications and Requests for Proposals, carrying out contract negotiations, and achieving commercial and financial close.

Representative Work

  • Michigan Department of Transportation – Street Lighting P3 Project.  Co-leader of the legal team that provided commercial advice on all aspects of this innovative approximately $125 million project – the first transportation P3 in Michigan and the first freeway lighting P3 in the U.S.  The project will replace approximately 15,000 new lights across bridges, tunnels and roadway in the Detroit region with newer, brighter, more energy efficient LED bulbs.  The 15-year DBFOM project includes an availability payment structure that incorporates a risk/reward mechanism for energy savings.  In May 2015, MDOT chose a Star America/Aldridge Electric/Cofely Services consortium as preferred bidder to develop the project.  The Michigan State Transportation Committee approved the project in July 2015 and it reached commercial and financial close in August 2015.  Ms. Cousins’ role included drafting project documents, conducting one-on-one meetings and negotiations and carrying out all day-to-day matters with respect to the project.
  • Riverside County Transportation Commission – I-15 HOT Lanes.  Key member of the legal team advising on development, procurement and financing of a project to add tolled express lanes along a portion of the heavily traveled I-15 in Riverside County.  The $425 million-$450 million upgrade, which is undergoing environmental analysis, will feature 15 miles of managed lanes in the median in each direction from Cajalco Road north to SR-60.  The project is undergoing separate procurements for a toll services provider, initiated in December 2015, and a design-build contractor, launched in January 2016.  Ms. Cousins’ role includes structuring the procurement, drafting procurement and contract documents, risk analysis, advising on federal and state requirements and developing cooperative agreements with local and state entities.
  • Maryland Transit Administration and Maryland Department of Transportation – Purple Line Light Rail.  Member of the legal team that advised on an approximately $2 billion (capital cost) light rail system that will significantly ease travel between the Maryland suburbs and Washington, D.C.  The Purple Line Light Rail system will run 16.2 miles in the Washington, D.C. suburbs between Bethesda and New Carrollton with 21 new stations along the route.  It is designed to provide a direct link to the Metrorail Red, Green and Orange lines and connect to the MARC train, Amtrak and local bus services.  In July 2014, MTA issued the final RFP for an availability payment concession to shortlisted teams on the DBFOM project.  Proposals were received in late 2015 and, in March 2016, the agencies selected a consortium led by Fluor and Meridiam.  The project reached commercial close in April 2016 and financial close in June 2016.  Construction is expected to begin in 2017 and the project is expected to open in spring 2022.  The rail system’s financing plan includes an $874 million TIFIA loan, $313 million in PABs, $138 million in private equity and approximately $900 million in anticipated federal “New Starts” funding.  Maryland taxpayers will save more than $550 million over the 36-year contract term from the original bid amounts, due to rate and credit spread risk sharing under the P3 agreement.  The PABS utilized on the project were sold at the lowest interest rates ever achieved in the U.S. P3 market.  In 2016, the project earned a P3 Bulletin “Gold Award” for Best Transit and Aviation Project.
  • City of Indianapolis – Marion County Justice Center.  Member of the legal team that advised on this innovative availability payment P3 project to consolidate the City’s criminal justice functions into a single efficient center.  The plan, one of the first of its kind for a justice complex, called for $500 million of up-front design, construction and financing costs to shift to a private partner responsible for operating, maintaining and upgrading the facility for 35 years.  The 1.2 million-square-foot facility combined a new adult detention center with a community corrections facility, courthouse, sheriff’s department offices and new surface parking.  The City released an RFP to three shortlisted teams in June 2014 and selected a preferred bidder in December 2014.  After successfully completing negotiations with the bidder, the mayor and City staff recommended awarding the project and advancing with commercial and financial close.  The City Council, however, decided not to move forward with the complex and cancelled the procurement after receiving three compliant bids.  
  • Queensland Government – Airport Link and Northern Busway.  Key member of the legal team that drafted project documentation, advised on contract structure and administration, evaluated bidders and provided general strategic advice on this $5 billion AUD P3 project in Queensland, Australia.  Ms. Cousins was also responsible for preparing documentation for the embedded design-build contract related to the Northern Busway.  A Macquarie/Thiess/John Holland consortium delivered the project, comprising two tunnels and an upgraded interchange improving access to the Brisbane Airport, on time in 2012.
  • Linking Melbourne Authority – East West Link.  Lead senior associate who assisted the Authority (the statutory agency responsible for delivering the project on behalf of the Victorian government) with the business case and RFP for this proposed 11-mile toll road project in Victoria, Australia.  Ms. Cousins advised on all aspects of delivery of Stage One of the $6-8 billion AUD roadway for the purposes of RFP issue.
  • Linking Melbourne Authority – Peninsula Link.  Lead senior associate for the Authority (the statutory agency responsible for delivering the project on behalf of the Victorian government) on the first availability payment P3 road project to be delivered in Australia.  In 2013, an Abigroup/Bilfinger Berger BOT Inc. consortium, along with financier Royal Bank of Scotland, completed the 27-kilometer, $670 million AUD project via a 25-year DBFOM agreement.
  • Victorian Government – EastLink.  Member of the legal team that advised the Victorian Government (SEITA and subsequently the Linking Melbourne Authority) on this $3.5 billion AUD toll road project.  Ms. Cousins helped draft contractual documents involving the Maroondah Highway pedestrian bridge and assisted with other issues during the contract administration phase.  The 39-kilometer EastLink, which opened in 2008, is a tolled section of the M3 freeway linking the eastern and southeastern suburbs of Melbourne, Australia.  The Victorian Government contracted with a Thiess/John Holland consortium to deliver the 39-year DBFOM project.
  • Western Australian State Solicitor’s Office – Eastern Goldfields Regional Prison.  Lead senior associate who advised on this $232 million AUD P3 prison project.  The project, developed by a John Holland/Pindan Contracting consortium under a DBFM model, reached financial close in December 2012.  Embedded part-time within the client, Ms. Cousins served as co-lead attorney responsible for day-to-day contact with the project team, drafting and negotiating project documentation and providing commercial and strategic advice on all aspects.
  • Acciona/Trility Joint Venture – Mundaring Water Treatment Project.  Leader of the legal team that advised the DBO joint venture on this $300 million AUD P3 project.  Ms. Cousins was responsible for day-to-day interface with the project, technical and commercial teams; reviewing project documentation (including all project documents and technical documents); drafting downstream arrangements and providing general strategic and commercial advice.
  • Exemplar Health – Sunshine Coast University Hospital.  Member of the legal team that advised a Lend Lease/Capella Capital/Siemens/Spotless consortium in its successful DBFOM bid to develop a new $1.8 billion AUD hospital facility in Queensland, Australia.  The project will comprise a 450-bed facility which will expand to a 738-bed facility by 2021 and is expected to open in early 2017.  Ms. Cousins assisted with drafting the facilities maintenance contract.
  • AquaSure – Victorian Desalination Plant.  Member of the legal team that advised a private consortium on its successful bid to develop this desalination plant in Victoria, Australia via a DBO model.  The $4 billion AUD P3 project, completed in 2012, included the construction and operation of the desalination plant, a 52-mile transfer pipeline to connect to Melbourne's existing water supplies, delivery of power supply for the project, operations and maintenance, and the purchase of renewable energy credits.
  • Western Australian State Solicitor’s Office – Western Australian Social Infrastructure P3 Projects.  Member of the legal team that provided the Solicitor’s Office with strategic advice and assisted in drafting standard commercial principles and preparing a base Project Agreement and related documents for a range of major P3 projects in Western Australia including prisons, hospitals and schools.

Awards & Honors

“Young Professional Leadership Award,” Design-Build Institute of America – Design-Build in Transportation Leadership Awards, 2016

Elizabeth L. Cousins
Elizabeth L. Cousins

Practices

Education

LL.B., Murdoch University, 2004

B.A., Murdoch University, 2004

Admissions

California

Victoria, Australia

Awards & Honors

“Young Professional Leadership Award,” Design-Build Institute of America – Design-Build in Transportation Leadership Awards, 2016

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