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Nossaman LLP

Barney A. Allison


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

For 30 years, clients have relied on Barney Allison for practical and strategic guidance in the public finance and infrastructure fields.

Mr. Allison offers public agencies unique expertise with specialized finance issues in infrastructure transactions.  These include the use of public and private debt, private equity and federal credit assistance – particularly the Transportation Infrastructure Finance and Innovation Act (TIFIA) and Private Activity Bond (PAB) programs.  He helps clients navigate through all elements of public-private partnerships (P3s) and other innovative project delivery methods.

Chambers-rated nationally and globally in the field of P3s, Mr. Allison is a nationally recognized bond counsel and has acted as bond, underwriter, disclosure, issuer and special developer counsel for capital improvement projects involving a wide range of revenue and funding sources.  He has guided a variety of financing transactions for bridges, tunnels, highways and toll roads; transit and commuter rail systems; and government office buildings, parking complexes and criminal justice centers.

Representative Work

  • Maryland Transit Administration and Maryland Department of Transportation – Purple Line Light Rail.  Key member of the legal team that advised on Maryland’s first transit P3 project – 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 between Bethesda and New Carrollton with 21 new stations along the route.  The project, Maryland’s largest P3 and the nation’s largest full DBFOM P3, will 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.  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 completion is expected in spring 2022.  The Purple Line’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.  Mr. Allison assisted in development of the financing strategy and related contract provisions, including negotiating the agreement with the PABs issuer and formulating the TIFIA “common term” sheet.  He also acted as lead counsel in connection with the project’s financial close.
  • Indiana Finance Authority – East End Crossing (Lewis and Clark Bridge).  Key member of the legal team that advised on a precedent-setting P3 for the development of a $1.18 billion, six-lane toll bridge across the Ohio River which opened in December 2016.  The 8.5-mile-long, 2,500-foot cable-stayed East End Crossing (now known as Lewis and Clark Bridge), is a key piece of the $2.3 billion Ohio River Bridges Project – two bridges designed to provide safer, more reliable travel between Louisville, Kentucky and southern Indiana.  East End was the first bridge procured via an availability payment P3 transaction in the United States.  Among other industry “firsts,” it included the first availability payment debt to receive a “flat” investment-grade rating by both Standard & Poor’s and Fitch, and at financial close was the first P3 transportation transaction to not use TIFIA funds in its capital structure.  Financing included $194.5 million in short-term bonds secured by milestone payments and $482 million in long-term bonds secured by availability payments.  Nossaman assisted the Authority in contracting with a joint venture of Walsh/VINCI/Bilfinger for the approximately 35-year DBFOM project, which achieved procurement in record time.  Mr. Allison handled PAB-related matters and continues to assist with contract administration.  East End won many of the industry’s most prestigious awards:  In 2013, it captured The Bond Buyer’s “Deal of the Year” – a first for a P3 transaction; The American Road and Transportation Builders Association’s “P3 Project of the Year;” Project Finance International’s “Americas Transportation Deal of the Year;  Project Finance magazine’s “North American Project Bond Deal of the Year;” and Partnerships Bulletin’s “Projects Grand Prize” and “Gold Prize” for best P3 road project, and Infrastructure Journal named it a finalist for “Transport Deal of the Year.”  In 2014, P3 Bulletin International named East End “Best Global Road Project” and “Best Global Infrastructure Project,” and in 2015 the International Road Federation gave it the “Global Road Achievement Award for Project Finance and Economics.”
  • Orange County Transportation Authority – I-405 Improvement Project.  Co-leader of the legal team engaged as part of the Authority’s program management team to advise on a project to add a general purpose lane and an express toll lane in each direction, as well as the conversion of an existing HOV lane in each direction, between SR 73 and I-605 in Orange County, California.  The project, the largest highway upgrade in Southern California, will relieve pressure on one of the state’s most congested corridors.  In November 2016, the Authority awarded a $1.2 billion design-build contract to a consortium led by OHL USA Inc. and Astaldi Construction Corp.  Construction on the project, estimated to cost $1.9 billion overall, began in 2018.  Mr. Allison’s services include drafting and reviewing contract and procurement documents for the project.  He is also advising the Authority in its application for a TIFIA loan which would be repaid from revenue derived from operation of the express lanes.
  • City of Los Angeles/Los Angeles World Airports – Landside Access Modernization Program at LAX.  Key member of the legal team advising on a $5 billion program to ease access into and out of the second largest airport in the United States by developing a massive consolidated rental car center, an elevated 2.5-mile automated people mover system, intermodal transportation facilities and a joint station with LA Metro’s Crenshaw Light Rail Line.  Among the matters on which Nossaman is advising are availability payment DBFOM procurements for each of the $2.2 billion APM and $1.1 billion CONRAC elements.
  • California Department of Transportation – Presidio Parkway.  Leader of the legal team that advised on this $1.1 billion project to rebuild a spectacular natural gateway connecting the Golden Gate Bridge with the City of San Francisco.  The parkway, which traverses an environmentally sensitive national park and a national historic landmark district, is the first procurement under California's P3 law and only the third highway project developed under an availability payment P3 in the U.S.  Mr. Allison advised on the DBFOM procurement and contract documents with a Hochtief/Meridiam joint venture and assisted in closing the 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, which opened to traffic in July 2015, captured many honors.  In 2012, it won "Americas P3 Deal of the Year" from Project Finance International; "North American P3 Deal of the Year" from Project Finance magazine; "P3 Project of the Year" from the American Road and Transportation Builders Association; and "Best Real Estate Deal of the Year, Infrastructure/ Public-Private Partnership" from San Francisco Business Times. In 2013, P3 Bulletin named it a finalist for "Best Transport Project of the Year,” and in 2016 the National Council for Public-Private Partnerships honored it with the “Infrastructure Project Award.”
  • City of Indianapolis – Marion County Justice Center.  Key member of the legal team that advised on all aspects of 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 facilities.  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 to commercial and financial close.  The City Council, however, decided not to move forward with the complex and cancelled the procurement.  Mr. Allison was primary counsel responsible for drafting the public-private agreement and analyzing and resolving finance issues.
  • Colorado Department of Transportation - C-470 Express Lanes.  Special counsel to the High Performance Transportation Enterprise, a division of the Colorado Department of Transportation, in connection with the negotiation and closing of a $104 million TIFIA loan and the issuance of toll road revenue bonds to finance tolled managed lanes and improvements to the adjacent general purpose lanes located south of Denver, Colorado.
  • Texas Department of Transportation – I-35 East Managed Lanes  Advisor on the procurement of a 28-mile interstate corridor project in Dallas and Denton counties through an $845 million DBM contract with an Archer Western/Granite/LANE Construction Company joint venture. The project included managed and general purpose lanes, bridges, and collector-distributor roads. Mr. Allison advised on the procurement and commercial structure of the transaction, drafting the procurement and contract documents and facilitating the procurement and evaluations.  He also advised TxDOT in connection with the negotiation and closing of a $285 million TIFIA loan to finance the project.
  • San Joaquin Regional Rail Commission – Altamont Commuter Express Commuter Rail Project.  Bond and disclosure counsel in connection with financing this 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 in connection with issuance of tax-exempt toll road revenue refunding bonds to refinance existing taxable bonds.  The 10-mile stretch of four toll lanes within the median of an eight-lane freeway connects rapidly growing residential areas in Riverside and San Bernardino Counties with major employment centers in Orange and Los Angeles Counties.  The project marked the world's first fully automated toll road using electronic transponders to collect tolls.  In 2003, OCTA bought the 91 Express Lanes from the concessionaire, a Cofiroute/Kiewit/Granite joint venture.

Awards & Honors

Ranked nationally and globally in the field of PPPs, Chambers USA, 2014-2017

Southern California "Super Lawyer" for Government Finance Law, Los Angeles magazine, 2014-2016

"Top 30 Real Estate Attorneys," Los Angeles/San Francisco Daily Journal, 2012

Barney A. Allison
Barney A. Allison



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

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



Professional Affiliations

National Association of Bond Lawyers

Transportation Research Board: Revenue and Finance Committee

Awards & Honors

Ranked nationally and globally in the field of PPPs, Chambers USA, 2014-2017

Southern California "Super Lawyer" for Government Finance Law, Los Angeles magazine, 2014-2016

"Top 30 Real Estate Attorneys," Los Angeles/San Francisco Daily Journal, 2012

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