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Semiannual Report on the Transportation Partnership Opportunity Fund — Memorandum, April 13, 2023

Summary

This is a memorandum dated April 13, 2023 from W. Sheppard Miller, III, Secretary of Transportation, with the subject Report on the Transportation Partnership Opportunity Fund. It is the semiannual report under Section §33.2-1529.1 of the Code of Virginia for the period ending December 31, 2022. It reports grants awarded by Governor Youngkin on June 28, 2022: $2,000,000 to the Economic Development Authority of New Kent County, $1,392,000 to Stafford County and $155,516 to the Economic Development Authority of Warren County. It states that Governors have approved awards totaling $105,464,265 and that the Fund has an uncommitted balance of $3,940,324. An attachment lists awards by recipient and project.

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“Semiannual Report on the Transportation Partnership Opportunity Fund — Memorandum, April 13, 2023.” Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/2023-rd193-8a564e31fc/, SHA-256 015b66a3708bdace4f8423498805bcee0e1c9d4ee4e2971ac0ac21d14de8a28f.

Full text

                                    COMMONWEALTH of VIRGINIA
                                                          Office of the Governor
W. Sheppard Miller Ill
Secrerry of Transportation


                                                                 April 13, 2023
          MEMORANDUM


         TO:                    The Honorable Terry L. Austin
                                The Honorable George L. Barker
                                The Honorable Janet D. Howell
                                The Honorable Barry D. Knight
                                The Honorable David W. Marsden
                                The Honorable Roxann L. Robinson


         FROM:                  W. Sheppard Miller, III
                                Secretary of Transportation                   /_,.,/,7,U
                                                                   /(/Q{t,? 
                                                                    ,/, ,,:;;
                                                                                   C...     j
          SUBJECT:             Report on the Transportation Partnership Opportunity Fund


         Pursuant to Section §33.2-1529.1 of the Code of Virginia, the Governor is required to submit semiannual
         reports on the Transportation Partnership Opportunity Fund ("TPOF" or the "Fund"). This memorandum
         and the related attachment constitute that report on behalf of Governor Glenn Youngkin for the period
         ending December 31, 2022.

         During this reporting period of July I, 2022 to December 31, 2022, the TPOF program experienced the
         following activity:

               •      Economic Development Authority ("EDA") of New Kent County submitted an application
                      requesting $2,000,000 to assist in constructing a roadway extension in support of an economic
                      development project that is building a new warehouse and distribution facility. The Governor
                      announced that AutoZone will invest $185.2 million to construct an 800,000 square foot
                      distribution center and direct import facility, creating 352 full-time jobs. The TPOF Advisory Panel
                      ("the Panel") met on May 18, 2022 regarding its evaluation of the application and recommended it
                      to the Governor for award. The EDA of New Kent was awarded a grant in the amount of $2,000,000
                      by Governor Youngkin on June 28, 2022 and the related agreement between the New Kent EDA
                      and the Department of Transportation ("VDOT'') was executed on October 4, 2022.




                   Patrick Henry Bmldmg • 1111 bsr Broad Srreet • Richmond, Virgtni,i 23219 • (804) 786,8032 • TTY (800) 828, l 120
The Honorable Terry L. Austin
The Honorable George L. Barker
The Honorable Janet D. Howell
The Honorable Barry D. Knight
The Honorable David W. Marsden
The Honorable Roxann L. Robinson
April 13, 2023
Page2

    •   Stafford County submitted an application requesting $1,392,000 to fund road improvements to
        Wyche Road in support of DHL's new distribution center. The Governor announced that the
        company will make an investment of$72 million and create 577 full-time jobs. The Panel met on
        May 18, 2022 to evaluate the application and subsequently recommended the Governor award the
        requested grant. Governor Youngkin awarded a grant in the amount of $1,392,000 to Stafford
        County on June 28, 2022 and an agreement between the County and VDOT was executed on
        October 4, 2022.

    •   The Economic Development Authority ("EDA") ofWarren County submitted an application for a
        $155,516 grant to complete roadway improvements to facilitate travel to a new Nature's Touch
        Frozen Food Production Facility. On November 16, 2021, Governor Northam announced the award
        of a Virginia Investment Performance ("VIP") Grant of $400,000 to the Warren County EDA to
        establish the production facility. These improvements represent a $40.3 million investment by
        Nature's Touch and the creation of 67 new jobs. The Panel met on May 18, 2022 regarding its
        evaluation ofthe application and recommended the Governor award the requested TPOF grant. The
        Economic Development Authority of Warren County was awarded a grant in the amount of
        $155,516 by Governor Youngkin on June 28, 2022. An agreement is pending between the EDA of
        Warren County and VDOT.

   •    Buchanan County submitted an application on August 3, 2022 in the amount of $3,300,000. The
        County subsequently determine that it no longer needed the requested funding and withdrew the
        application on August 10, 2022.

As of December 31, 2022, forty-nine applications related to thirty-nine separate projects have been
received, requesting a total of$228,031,970 in TPOF assistance. Governors have approved awards totaling
$105,464,265. The Fund has an uncommitted balance of $3,940,324 remaining out of the capitalizations
and interest income available for awards.

To date, the Fund has been capitalized in the amount of$441,348,890 from the following:

        •   $23,600,000 and $26,400,000 from the Toll Facility Revolving Account and from the Highway
            Construction Fund, respectively, pursuant to Chapter 951 ofthe Acts ofAssembly of2005;

        •   $305,000,000 pursuant to Chapter 847 ofthe Acts ofAssembly of2007 and Chapter 780 ofthe
            Acts ofAssembly of2016;

        •   $50,000,000 made available July 1, 2011 from the Commonwealth Transportation Fund
            pursuant to Item 452 H. ofChapter 890 ofthe Acts ofAssembly of2011.

        •   TPOF is provided with one-third ofall interest, dividends, and appreciation that may accrue to
            the Transportation Trust Fund and the Highway Maintenance and Operating Fund pursuant to
            Chapter 1230 of the Acts of Assembly of 2020. Through December 31, 2022, TPOF has
            received $38,064,360 in interest earnings.
The Honorable Terry L. Austin
The Honorable George L. Barker
The Honorable Janet D. Howell
The Honorable Barry D. Knight
The Honorable David W. Marsden
The Honorable Roxann L. Robinson
April 13, 2023
Page 3

The $305,000,000 contribution, as outlined by Chapter 847 of the 2007 Acts of Assembly and Chapter 780
of the 2016 Acts of Assembly, was targeted for specific projects while the remaining $100,000,000 and the
interest earnings may be used for any eligible applicant and project. The body of this report focuses on the
use of the $100,000,000, interest earnings to the fund and the dedicated revenue beginning in 2015. The
attachment provides a summary and overview of the fund in its entirety as of December 31, 2022.

The Fund is one of many tools available to market the Commonwealth to prospective economic
development partners. Please let me know if I can provide additional infonnation regarding these projects
or the use of the Fund.

cc:
        The Honorable Caren Merrick, Secretary of Commerce and Trade
        The Honorable Stephen E. Cummings, Secretary of Finance

Attachment
                                                                           Attachment

   Semiannual Report on the Transportation Partnership Opportunity Fund
   Activity/Award Details to Date

   The table below summarizes the awards to date and the remaining balance form the $ I 00 million in capitalization as of December 31, 2022.

   Capitalizations
     July I, 2006                                  $50,000,000
     July 1, 2011                                   50.000,000
  Interest Earnings                                 38,064,360
  Total Funding Available                         $) JR.064.360
                                                                                               Award
  Project                                               Amount      Type of Assistance          Date              Eligibility Criteria
  VDOT-CFX                                            1,772,740            Grant             4/28/2006               PPTA Project
  Ci of Ne,::'.l!ort News                            5,000,000            Grant             8/22/2006          Economic Develoement
  State Route 28 HTIDC                                5,000,000            Grant             8/22/2006               PPTA Project
  Town of Leesburg                                    5,000,000            Grant             2/12/2007           Desisn-Build Project
  Countr of Prince George                            10.000.000            Grants            5/19/2008          Economic Develoement
                                                                                              4/3/2008
  VDOT - CFX (Hawks Nest)                             9,892,200            Grants                and                  PPTA Project
                                                                                             2/25/2009
  Countr of Loudoun                                   3,000,000            Grant              5/3/2010           Design-Build Project
  Coun!}'. of Accomack                                3,250,968            Grant             9/30/2010          Economic Develoement
  Virginia Comm. Seace Flight Authoritr               5,000,000            Grant             9/15/2011          Economic Develoement
  Ci of Winchester                                      47,533            Grant            12/20/2011          Economic Develoement
                                                                                            11/)4/2011
  Virginia Comm. Space Flight Authority              10,000,000            Grants                and            Economic Development
                                                                                             12/7/2012
  County of Rockingham                                5,000,000            Grant              6/5/2012           Design-Build Project
  Countr of Prmce William                             4,978,062            Grant              6/5/2012           Desij:\ n-Build PrOJect
  Virginia Comm. Seace Flight Authoritr               5,000,000            Grant             1/25/2013          Economic Develoement
  Virginia Comm. Seace Flight Authoritr               5,000.000            Grant              2/5/2013          Economic Develoemcnt
  Deeartment of Aviation                                151,085            Grant             2/13/2013          Economic Develoement
  Countr of Accomack                                  4,000.000            Grant             7/26/2013           Design-Build Project
  Countx of Giles                                       724,878            Grant             7/26/2013          Economic Develo(!ment
  Rt. 28 HTIDC                                        5,000,000            Grant             7/26/2013              PPTA Project
  EDA ofNeweort News                                  1,000,000            Grant              1/5/2015          Economic Develoemcnt
  Ci of Richmond*                                      950,000            Grant             1/11/2018          Economic Develoement
                                                                                             1/11/2018
  County of Frederick                                 1.169,602            Grant                 and            Economic Development
                                                                                              8/1/2018
  Virginia Port Authoritx                            5,000,000             Grant             10/4/2018         Transeortation Service
  Virginia Comm. Seace Flight AuthoritX              5,000,000             Grant            11/13/2018         Economic Develoement
  Virginia Comm. Seace Flight Authoritr              7,500,000                                7/1/2020       Chaeter 1289 Item 431 (a)(b)
  Transeortation Initiatives                        20,0001000                                7/1/2020       Chaeter 552 Item 447.10 b)
  CitX ofHameton                                       979,681             Grant            1/11/2021          Economic Develoement
  EDA of New Kent Countr                             2,000,000             Grant             6/28/2022         Economic Develoement
  Coun!X of Stafford                                 1.392.000             Grant             612812022         Economic Develoement
  EDA of Warren Coun•                                 155,516             Grant             6/28/2022         Economic Develoement

                             Total Awards        $132,964,265
                             Reductions**             1 2159,772
                      Available for Award           $3,940,324

  *Grant agreement pending
  .. FY 2009-2022 Indirect Costs and Governor's FY 2010 Operational Efficiencies Reduction




Attachment: Transportation Partnership Opportumty Fund (TPOF} Semi-annual Report
Period Ending December 31, 2022                                                                                                                 Page I of7
                                                                       Attachment

   Semiannual Report on the Transportation Partnership Opportunity Fund
   Activity/Award Details to Date

  The following identifies the recipients, the projects and the awards made, and the actions taken from TPOF, along with their current status:
  Awards/Projects with Financial Close

                                                                             Type of                        Date of
   Recipient                        Project                Location         Assistance      Amount          Award                    Status

                                                       Buchanan, Wise                                                   Grant is fully disbursed. Grant
  VDOT                      Coalfields Expressway      and Dickenson          Grant        1,772,740      4128/2006     awarded was $2,000,000. Fmal
                                                          Counties                                                      grant amount was $1,772,740.

  State Route 28
  Highway                       Rt. 28 Corridor         Loudoun and
                                                                              Grant       $5,000,000      81221'2006        Grant is fully disbursed.
  Transportation District       Improvements           Fairfax Counties
  Commission
  Economic
                             Canon Virginia, Inc       City of Newport
  Development
                                  Economic             News and County        Grant       $5,000,000      8122/2006        Grant 1s fully disbursed.
  Authority of the City
                             Development Project        of Gloucester
  of New ort News
  Town of Leesbur            Battlefield Parkwa:z:   Town of Leesbur        Grant       5,000,000       2/12t2007        Grant is full;z: disbursed.
                                                                                                                       Grants are fully disbursed.
                                                       Buchanan, Wise        2 Grants-                    4/3/2008
                            Coalfields Expressway                                                                        Grants awarded were
  VDOT                                                 and Dickenson        $5,000,000    9,892,200          and
                             Hawks Nest Section                                                                     $10,000,000. Final grant amount
                                                          Counties             each                       2125i2009
                                                                                                                           was $9,892,200.
                                                                             2 Grants-
  County of Prince          Rolls-Royce Economic       County of Prince
                                                                            $5,000,000    10,000,000      5.ll9!2008      Grants are fu Uy disbursed.
  George                     Development Project           George
                                                                               each
  Count:z: of Loudoun         Pacific Boulevard       Count:z: of Loudoun     Grant       3,000,000        5J3f2010        Grant 1s full;z: disbursed.

                            Mid-Atlantic Regional                                                                        Grant is fully disbursed. Grant
                                                          County of
  County of Accomack        Spaceport (MARS) -                                Grant       3,250,968       9/30!2010     awarded was $3,427,412. Final
                                                          Accomack
                            Orbital Sciences Corp.                                                                       grant amount was $3,250,968.

  Virginia Commercial
                                                          County of
  Space Flight Authority            MARS                                      Grant       5,000,000       9,l\5l201 l      Grant is fully disbursed.
  (VCSFA)                                                 Accomack

  Virginia Commercial                                                        2 Grants-                    11114/2011
                                                          County of
  Space Flight Authority            MARS                                    $5,000,000    10,000,000          and         Grants are fully disbursed.
                                                          Accomack
  VCSFA)                                                                      each                        121712012
                                                                                                                      The City was unable to complete
                              Monticello Drive                                                                          original project due to ROW
                                Expansion-                                                                                 issues. Grant amount is
  City of Winchester                                  City of Winchester      Grant         47,533        12,120/2011
                            Rubbermaid Products                                                                              equivalent to the first
                                expansion                                                                             disbursement made in good faith
                                                                                                                                   of award.
                            Harrisonburg Southeast        County of
  County of Rockingham                                                        Grant       5,000,000        615.12012       Grant is fully disbursed.
                                  Connector              Rockinham

                                                                             2 Grants-
  County of Prince          USMC Heritage Center       County of Prince     $2,242,350
                                                                                          4,978,062        6.1512012       Grant is fully disbursed.
  William                      Improvements               William               and
                                                                            $2,735,712

                                                                            Page Total   i62,2:! 1.!lJ



Attachment; Transportation Partnership Opportunny Fund (TPOF) Semi-annual Report
Period Ending December 31, 2022                                                                                                                      Page2of7
                                                                     Attachment

  Semiannual Report on the Transportation Partnership Opportunity Fund
  Activity/Award Details to Date

  Awards/Projects with Financial Close - Continued
                                                                          Type of                      Date of
  Recipient                         Project              Location        Assistance      Amount        Award                    Status

  Virginia Commercial
                                                        County of                                                    Loan has been converted to a
  Space Flight Authority            MARS                                    Grant       5,000,000     1/25/2013
                                                        Accomack                                                    grant. Grant 1s fully disbursed
  (VCSFA)
  Virginia Commercial
                                                        County of
  Space Flight Authority            MARS                                   Grant        5,000,000      2/512013        Grant is fully disbursed.
                                                        Accomack
   VCSFA)
                                                                                                                    Grant is fully disbursed. Grant
  Department of Aviation           Emporia            City of Emporia      Grant         151,085      2/1312013     awarded was $162,210. Final
                                                                                                                     !!:rant amount was $151,085.
                                                        County of
  County of Accomack         Wallops Research Park                         Grant        4,000,000     7f26i2013        Grant is fully disbursed.
                                                        8!;£Qml!£k
  County of Giles              Celanese Acetate       County of Giles       Grant        724,878      7/26.12013       Grant is fully disbursed.
  State Route 28 Highway
                                Route 28 bridge
  Transportation                                      Loudoun and
                               widening over the                           Grant        5,000,000     7/2612013        Grant is fully disbursed.
  Improvement District                               Fairfax Counties
                               Dulles Toll Road
  Commission
  Economic Development                               City of Newport
  Authority of the City of    Liebherr Expansion        News and            Grant       1,000,000      115/2015        Grant is fully disbursed.
  Newport News                                          Hampton
                                                                                                      1/11/2018      Grat 1s fully disbursed. Grant
                              Navy Federal Credit
  County ofFredcrick                                 Frederick County      Grant        1,169,602        and        awarded was $1,290,000. Final
                               Union Expansion
                                                                                                      8/0112018      grant amount is$ l, 169.602,
  Virginia Commercial        Rocket Lab- Venture                                                                     Work is underway. Grant is
                                                     Accomack County        Grant       5,000,000     I l/1312018
  Seace Flight Authoritr      Class Launch Pad                                                                            fullr disbursed.
                              Operation of second
                                barge service at
  Virginia Port Authority                            City of Richmond       Grant       5,000,000     IOl4/2018        Grant is fully disbursed,
                               Richmond Marine
                                   T nninal
  Economic Development                                                                                              Grant is fully disbursed. Grant
  Authority of the City of     Project Enterprise    City of Hampton       Grant         979,681      ltl 112021    awarded was $979,772 Final
  Hampton                                                                                                           grant amount is $979,680.78.
  Economic Development
  Authority of New Kent         Project Solstice     New Kent County       Grant        2,000.000     6128.12022       Grant is fully disbursed.
  County

                                                                                                                        Work is underway, no
  Stafford County                Projec Mover        Stafford County       Grant        1,392,000     6.i'28l2022
                                                                                                                     disbusements made to date.

                                                                          Page Total   $36,417,246
                                                                    Prior Page Total   $67,941,503
                                                              Financial Close Total    S12.JH.12




Attachment Transportation Partnership Opportunity Fund (TPOF) Semi•annual Report
Period Ending December 31, 2022                                                                                                              Page 3 of 7
                                                                        Attachment

  Semiannual Report on the Transportation Partnership Opportunity Fund
  Activity/Award Details to Date

  Awards/Projects Pending Financial Close
                                                                        Typl' of                       Date of
  Recipient                       Project               Location       Assistance      Amount          Award                       Status
                                                                                                                   Decision brief was signed by Governor
  City of Richmond        Stone Brewery Phase II City of Richmond         Grant        950,000        1/11/2018
                                                                                                                    McAuhffe. Agreement is pendmg.
                                                                                                                   Decision brief was signed by Governor
  EDA Warren County                Nature            Warren County        Grant        155,516        6!28!2022
                                                                                                                    Youngkin. Agreement is pending.

                                                    Pending Financial Close Total    S1,I05,516


                        TOTAL AWARDS APPROVED BY THE GOVERNOR $105,464,265

  Funding Initiatives

  Funding to Virginia Commercial Space Flight Authority to provide assistance for
                                                                                                     Appropriated in Item 43 l A. and B. of Chapter 1289
  construction of a hangar for unmanned vehicle operations and to support the         7,500,000
                                                                                                     (2020 Appropriation Act), Effccllve July\, 2020.
  development ofan improved launch team maintenance facility complex

                                                                                                     Appropriated in Item 447.10 B of Chapter 552 (2021
  Funding for various Transportation Initiatives                                     20,000,000      Special Session Appropriation Act), Effective July I,
                                                                                                     2021.
                                                         Funding Initiatives Total   $27,500,000

                        TOTAL AWARDS/ FUNDING PROVIDED BY FUND                       $132,964,265

  Awards/Projects Unable to Reach Financial Close
                                                                        Type of                        Date of
  Recipient                       Project               Location       Assistance     Amount           Award                       Status
                                                                                                                  TPOF loan could not be executed in
                                                                                                                accordance with the business agreement
                                                     Spotsylvama,                                                between VDOT, Fluor and Transurban
  Flour Virginia, Inc and
                                                    Stafford, Prince                                                at the preliminary stage of project
  Transurban USA          1-95fl-395 HOT Lanes                            Loan       S l 0,000,000   8.122/2006
                                                      Wilham and                                                  development under TPOF's statutory
  Development, Inc.
                                                    Fairfax Counties                                              requirements. A State Infrastructure
                                                                                                                 Bank (SIB) loan was approved for the
                                                                                                                       project and repaid at closing
                            Wolseley Economic       Cuy of Newport                                                 Due to the decline in the economy the
  City of Newport News                                                   Grant        2,700,000      8l2212006
                            Development Project         News                                                       plans for expansion were suspended.
                                                    Buchanan, Wise      2 Grants-                    4.11112007     Project was unable to receive FHWA
                          Coalfields Expressway
  VDOT                                              and Dickenson      $5,000,000     10,000,000         and          approva 1 and the funds have been
                           Rockhouse Section
                                                       Counties           each                       2.12512009                   rescinded.
                                                                                                                   Project has become eligible for 100%
                          Coalfields Expressway Buchanan, Wise          2 Grants-
                                                                                                                  federal fundmg. TPOF funds have been
  VDOT                     and U.S. Route 460   and Dickenson          $5,000,000     10,000,000     8!121201 l
                                                                                                                    rescinded since they were no longer
                                Connector          Counties               each
                                                                                                                                  needed.
                                                                                                                Grant returned. Economic Development
                             1-95/ Willis Road        Chesterfield
  Chesterfield County                                                    Grant       $5,000,000      8.11612016 project withdrawn, no longer eligible for
                                Interchange             County
                                                                                                                                TPOF.
                                                                                                                     Grant Returned. Scope of project
                             Renaissance Dnve
  County of Frederick                               Frederick County     Grant        1,995,682       311/2017       changed and TPOF was no longer
                                Extension
                                                                                                                                 needed.
                                            Unable to Reach Financial Close Total    12.R25.fi8




Attachment: Transportation Partnership Opportuni1y Fund (TPOF) Semi-aMual Report
Period Ending December 31, 2022                                                                                                                      Pagc4 of7
                                                                Attachment

  Awards/Projects Not Receiving Award
                                                                          Type of
  Recipient                    Project               Location            Assistance       Amount                  Status

                                                                                                     The project was denied award due
  County of                   Southeast             County of
                                                                           Grant       $4,980,938     to ARRA funding received for
  Rockingham                  Connector            Rockingham
                                                                                                      Port Republic Road in the area.


                                                                                                        The fund was not open to
  City of Virginia                               City of Virginia
                           Atlantic A venue                                Grant        2,497,000       applications at the time of
  Beach                                               Beach
                                                                                                                subminal.

                                                                                                      The project was denied award
                                                                                                       because City-controlled state
  City of Virginia                               City of Virginia                                       transportation funds were
                           Atlantic A venue                                Grant        2,144,000
  Beach                                               Beach                                            available for the project and
                                                                                                     TPOF cannot be used to supplant
                                                                                                      existing or programmed funds.
                                                     Not Receiving Award Total         $10,221.938
  Awards/Projects Not TPOF Eligible

                                                                         Type of
  Recipient                    Project              Location            Assistance       Amount                   Status
                                                                                                        The project did not meet
  Virginia Port           Westen, Freeway       Commonwealth of
                                                                           Grant       $4,800,000      Transportation or Economic
  Authority               Rail Relocation          Virginia
                                                                                                     Develoement Evaluation Criteria.

                                                                                                       There were several statutory
                            Capital Region
  Holliday Properties                          County of Hanover           Grant        5,000,000    contlicts with the applicallon and
                               Center
                                                                                                                    ro·ect.

                                                                                                       There were several statutory
  The Olde Dominion
                          Old Dominion Ag           County of                                        conflicts with the application and
  Agriculture                                                              Grant         300,000
                              Complex              Pittsylvania                                      project. Other funding has been
  Foundation, Inc
                                                                                                         identified for the project,

  The Route 28
                           Rt. 28 Corridor
  Highway
                           Improvements-          Loudoun and                                          The project did not meet the
  Transportation                                                           Grant        5,000,000
                            Northbound           Fairfax Counties                                    Economic Development Criteria.
  Improvement District
                              Widening
  Commission

  County of Prince       Commuter Parking       County of Prince                                       The project did not meet the
                                                                           Grant        5,000,000
  William                    Gara1i;e              William                                           Econonuc Devcloemcnt Criteria.
                                                                  Not Eligible Total   $2U,IOU,UUO




Anachment: Transportation Partnership Opportunity Fund (TPOF) Semi-annual Report
Period Ending December 31, 2022                                                                                                 Page 5 of7
                                                                      Attachment

   Semiannual Report on the Transportation Partnership Opportunity Fund
   Activity/Award Details to Date

   Chapter 847 of the Acts of Assembly of2007 and Chapter 780 of the Acts of Assembly of2016
   Item 449.10 and Item 453 G - $305,000,000 Appropriation

  Through Item 449.10 of Chapter 847 of the Acts of Assembly of 2007, $305,000,000 was allotted to TPOF out of the SS00,000,000 for the 2007
  Transportation Initiative {the "Initiative") projects.

  In 2008, the General Assembly. through Item 462 of Chapter 879 of the Acts of Assembly of 2008, reappropriated S 180,000.000 of the
  $500,000,000 back to the Commonwealth of Virginia's General Fund. To substitute for these monies, Item 459 H. of Chapter 879 of the Acts
  of Assembly of 2008 authorized the issuance of $180,000,000 of Capital Projects Revenue bonds.
  Item 453 G of Chapter 780 of the Acts of Assembly of 2016 dedicated the $31,070,647 that was remaining from the previous allocation to Road
  Improvements at military installations and improvements at interstate rest areas throughout the Commonwealth.

  Item 437 C and Item 4-1.03 of Chapter 836 of the Acts of Assembly of 2017 dedicated the any funds deposited pursuant to Item 453 G.2 of
  Chapter 836 of the Acts of Assembly of 2017 to fund additional facilities at Mid-Atlantic Regional Spaceport.

  The following are the 2007 TPOF's Initiative projects receiving award and their status:

  Project                                        Grant Amount               Location                            Status
  1-495 Capital Beltway HOT Lanes                 $157,207,586          Northern Virginia             Grant is fully disbursed.
  Route 58 Hillsville Bypass                       77,000,000           Town of Hillsville            Grant is fully disbursed.
  Route 50 Widening                                14,721,767           County of Fairfax             Grant is fully disbursed.

                                                                                              The funds were paid out in August 2011
                                                                                               based on the grant agreement with the
  Norfolk Southern Corporation (NSC) -                                   City of Virginia     City. The funds were returned in March
                                                   20,000,000
  Right-of-Way Acquisition                                                    Beach           2017 because the project did not advance
                                                                                                  and repayment was required. See
                                                                                                 Chapter 836 (2017), Item 453 G. I.

                                                                            County of
  I-295/Meadowvillc Interchange                     5,000,000                                         Grant is fully disbursed.
                                                                           Chesterfield
                                    Total        $273,929,353




  The remaining projects identified for funding through the 2007 Iniuauve and their respective status follow:

  Project                                           Location                                              Status
  Environmental Impact Statement (EIS)                                  It was determined that the project did not qualify for TPOF and other funds
                                             County of Frederick
  for Route 37 - Eastern Bypass                                                               were identified to perfonn EIS.
                                                                         A mutual agreement was reached between the City and the Secretary of
                                                                       Transportation to fund the NSC ROW acquisition at $20,000,000 instead of
  1-64/1-264 Interchange                     Cny of Virginia Beach     the 1-64.'l-264 Interchange. The funds were paid out in August 20 I l based
                                                                        on the grant agreement with the City. The funds were returned in March
                                                                         2017 because the project did not advance and repayment was required.




Attachment: Transportation Partnership Opportunity Fund (TPOF) Semi-annual Report
Period Ending December 3 1 , 2022                                                                                                              Page 6 of 7
                                                                         Attachment

  Semiannual Report on the Transportation Partnership Opportunity Fund
  ActivitylAward Details to Date

  The following table summarizes the current awards from the $305,000,000 appropnatlon:

                                Capitalization    $305,000,000
  Project                                        Grant Amount       Type of Assistance            Eligibility Criteria
  1-495 Capital Beltway HOT Lanes                $ I 57,207,586             Grant                    PPTA Project
  V S. Route 58 - Hillsville Bypass                77,000,000               Grant                    PPTA Project
  U.S. Route 50 Widening                           14,721,767               Grant                Design-Build Project
  NSC Right-of-Way Acquisition•                         0                   Grant               Per FTA Requirements
  1-295lMeadowville Interchange                    5,000,000                Grant                Design-Build Project
  Road Improvements to military                                                           Item 453, G. of Chapter 780, 2016
                                                   23,110,000               Grant
  installations                                                                                   Acts of Assembly
                                                                                          Item 453, G. of Chapter 780, 2016
  Improvements at interstate rest areas            7,960,647                Grant
                                                                                                  Acts of Assembly
                                                                                          Item 4 3 7, C. of Chapter 836, 20 I 7
  Mid-Atlantic Regional Spacepon                   20,000,000               Grant
                                                                                                    Acts of Assembly
                                 Total Awards $305,000,000

                       Authorization Balance           $0



  •see Norfolk Southern Corporation Right-of-Way Acquisition on page 6




Allachment: Transportation Partnership Opportunny Fund (TPOF) Semi-annual Report
Period Endmg December 31, 2022                                                                                                    Page 7 of7


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