3/18/2014 LIQUID ASSETS: NEW TOOLS FOR WATER INDUSTRY INNOVATION, The Bayonne Example Government & Private Sector Innovation in the ABA Section on Environment, Energy & Resources Webinar March 19, 2014 Dan Sugarman 1 World Wide Tendencies for Water Partnerships Challenges facing Cities today o o o o Modernization of water systems and capacity to attract needed talent Multiple stakeholders and citizens awareness. Demand for greater transparency and accountability Complex technology to meet new regulations Demand for better Environmental Performance Private operators value added o o o o o Ability to manage complex situations based on broad range of experience Cost-effective solutions Knowhow of advanced technologies Cost efficient OPEX/CAPEX approach Ability to attract private financing Water Partnership Models Specialized Service Delivery: – Billing & Customer Service – Smart Metering – Non-Revenue Water Improvement – CSO Management and Control – Energy Management – IT Solutions for Smart Cities Public-Private O&M Outsourcing & Alliance Partnering Contracts BOT/DBO’s for greenfield Water, Wastewater and Biosolid projects Concessions and Leases 2 1 3/18/2014 Choosing a Contract Model to Meet a City’s Objectives You want world-class know-how provided in an integrated manner to solve your operational needs You want to keep responsibility for operation AND benefit from expertise of the private sector You want to share responsibility for managing your utility and pay a fixed fee, combined with an incentive for performance You want to delegate full responsibility for operation & maintenance (O&M) You want reliable operation coupled with funding of future capital needs & refinancing of City’s debt to improve credit Specialized Services Management Contract Alliance Partnering Contract O&M Outsourcing Contract Concession / Lease 3 After decades of neglect, investment can no longer be deferred in many U.S. cities…. WATER INFRASTRUCTURE RATED $1.3 trillion to upgrade our water & waste water systems over the next 25 years …. municipalities need creative alternatives to meet America’s water challenge! 4 2 3/18/2014 Suez Environnement North America (SENA): Organized to meet Market Needs Utilities (Transfer Ownership) Concessions / Leases (Upfront Pmt + CAPEX) Value Provided Design Build Operate Management Services Capital Improvement Delivery Outsource Operations &/or CPM Packaged Asset Services &/or Tank Management Equipment Purchases Do Nothing Political Difficulty 5 Tailoring contractual services to meet market needs Adding private capital Economic Development & Job Creation Rate/ Tariff Predictability & Stability Asset Management & Protection Employee Training & Operational Best Practices Community Relations & Customer Care Compliance Expertise & Environmental Stewardship Debt Reduction & Credit Enhancement Operational Efficiencies & Technical Capability O & M related 6 3 3/18/2014 All these elements together create our SOLUTION SM Adding private capital Economic Development & Job Creation Rate/ Tariff Predictability & Stability Asset Management & Protection Employee Training & Operational Best Practices Community Relations & Customer Care Compliance Expertise & Environmental Stewardship Debt Reduction & Credit Enhancement Operational Efficiencies & Technical Capability O & M related 7 Our Solution is an innovation in the U.S. water sector. 8 4 3/18/2014 The City of Bayonne The City of Bayonne lies in the heart of the Port of New York and New Jersey Traditional distribution, manufacturing, healthcare and port activities remain important to the city’s economy 9 Bayonne’s water system More than 96 miles of mains including valves, fire hydrants etc. 1 Reservoir 2 NJDWSC Aqueduct Water supplied from the North Jersey District Water Supply Commission’s Wanaque and Monksville reservoirs Kearny Pipeline 3 4 PVSC Facility Authority Aqueduct 6 Force Main 5 Total system capacity is 17.6 MGD and on average uses 8.5 MGD 1 Monksville Reservoir 4 Kearny Water Distribution System 2 Wanaque Reservoir 5 City of Bayonne 3 Belleville 6 PVSC Water Pollution Control Facility (Newark) 10 5 3/18/2014 Bayonne’s sewer system Oak Street Pumping Station pumps flows to the Passaic Valley Sewerage Commission by a force main Total system capacity is 17.6 MGD; average daily dry weather flow 8.3 MGD Capacity to pump 40MGD during wet weather events caused by combined sewers PVSC Facility Force Main 2 1 1 City of Bayonne 2 PVSC Water Pollution Control Facility (Newark) 11 Bayonne’s challenges and objectives Challenges Deeply leveraged – beyond underlying value of assets History of deferred investment in system assets Credit quality problems: city needs funds for other services Objectives Mechanisms for guaranteed capital improvements Improve asset condition and customer service Strengthen balance sheet and leave the Bayonne Municipal Utility Authority (BMUA) debt free Steady and predictable rate rises for consumers Difficulty attracting qualified staff to manage the utility Maintain utility jobs and improve staff training 12 6 3/18/2014 Public officials in Bayonne had some questions… CONCERNS RESOLUTIONS Who owns system City retains system ownership Vague operational and technical standards Governance and operational standard setting Lose control over rates Rates set by formula Maintains authority jobs Impact on jobs Investment creates new local job opportunities Oversight of funding ‘Windfall’ to concessionaire No excess revenues 13 BMUA Transaction Overview Organizational Structure – 4 Key Agreements are Foundation of Transaction Bayonne Municipal Utilities Authority NJDWSC (Water Supply) Direct Agreement 1. Concession Agreement Upfront Payment PVSC (Wastewater Treatment) Senior Secured Notes due 2037 3.NPA* Bayonne Water Joint Venture, LLC 4. Joint Venture Agreement Revolving Credit Facility (2) Equity 2. O&M Agreement O&M Fee United Water Operations Contracts, Inc Consortium Bayonne Energy Center Supply Utilities (Wind Turbine O&M) Pass Through Contracts *Note Purchase Agreement requiring 3rd Party Due Diligence to support Debt Rating Capital Projects (as required) 14 7 3/18/2014 It took bold champions in Bayonne to take these first steps in using private capital to invest in America’s water infrastructure. 15 Hidden value of Bayonne’s asset is unlocked Upfront payment, eliminated $125M of BMUA debt Capital investment to modernize water, sewer and storm water system of $107M over 40 years Just 3 months after closing, Moody’s Investors Service upgraded City’s credit outlook. ‘The stable outlook reflects the city's recent progress in reducing its debt burden through the lease-sale of the MUA operations…’ Bayonne Mayor Mark A. Smith Bayonne’s mayor said that this transaction helped the city earn its first credit upgrade in 5 years 16 8 3/18/2014 Long-term contract provisions provide customers greater reliability and stability ‘Revenue path’ approach limits rate increases, prevents windfall profits, and provides flexibility to guarantee ongoing investment Improved system efficiency reduces operating costs Capital investment reduces risk of service disruption and protects the environment 17 Major Operational Progress Over the First Year Full GIS of Water and Sewer Systems Fixed Network AMI System installed Asset Management System installed Cleaned >28,900 feet of sewer main Cleaned & flushed >10,300 of water main 1,500+ hydrants inspected, 400+ valves exercised >2,500 hours of employee training Operational & safety improvements to CSO netting chambers – 75 tons collected New protective equipment including hard hats, boots, gloves & other safety essentials Office improvements & new vehicles to meet health & safety standards Comprehensive study of City’s water infrastructure system underway to develop long-term asset management plan 18 9 3/18/2014 Before Optimization of Capital Investments: First Year Accomplishments Before Before After After After 19 Concession Agreement – Risk Allocation 20 10 3/18/2014 Concession Agreement – Risk Allocation 21 United Water’s Solution Saves BMUA ~ $35M (1) Value for Money Analysis Submitted by BMUA to BPU UW/KKR Option Projected Revenue Requirement Cost - United Water’s Solution i.e. Without Contract) Net Upfront Payment (after Debt Defeasance) (Approx. 6%) 22 11 3/18/2014 Projected Rate Increases are Sustainable Relative Water & Sewer Rates The risk of rates being considered too high is unlikely for the following reasons: Water rates for United Water New Jersey have grown at a CAGR of 5.0% since 1970 which is well above the rate increases that are stipulated in the Concession Agreement $8 Water $6 Rates ($ / 100 cF) Average monthly water and sewer bill for users in Bayonne is ~$44 and $31, respectively. Water rates are in line with other municipalities and the sewer rates are much lower 3.50 3.70 3.58 3.39 $3 n/a $0 Bayonne Historical Rate Increases in New Jersey Ramsey Relative Water Jersey City Mahwah North Hudson Expenditure(1) 40% $800 759 CAGR: 5.0% 575 $600 575 593 493 $400 348 241 108 149 % of Average Annual Expenditure $1,000 Avg. Annual Bil 4.73 4.29 $2 Water is an essential service but still represents a very low percentage of total annual expenditures (1.0% of total) $200 5.31 4.88 $5 Sewer 5.53 32.9% 30% 20% 16.4% 12.7% 10% 2.8% 2.3% Electricity Telephone 1.0% 0% $0 1970 1975 1980 1985 1990 1995 2000 2005 2010 Housing Transportation Food Water (1) Bureau of Labor Statistics, Consumer Expenditure Survey 23 Key Transaction Take-Aways Set Realistic Goals – – – – Risk Allocation Rate Increases Capital Needs Avoid Trying to Solve Unrelated Problems Prepare Extensive Due Diligence – Quality Due Diligence Package – Tie Up Loose Ends Engage Experienced Professional Team – Engineering, Financial & Legal Engage Stakeholders – Employees, Users, Officials 24 12 3/18/2014 is gaining recognition Received New Jersey Alliance for Action Distinguished Engineering Award, May 2013 Voted by peers as ‘Partnership of the Year’ at the American Water Summit 2012 for having delivered “the most dramatic improvement in service and customer value in the three most recent years” Earned Distinction in Global Water Intelligence’s Project of the Year Award Category in 2013 Featured at the 2012 Clinton Global Initiative as an “innovative partnership which meets one of the world’s most pressing challenges” 25 Dan Sugarman VP – Marketing & Strategy United Water (201) 784-7078 [email protected] Thank You 26 13
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