Our experience includes these matters:


  • I-95/I-395 HOV/HOT Lanes Project (Virginia DOT). Served as P3 counsel to the Virginia Department of Transportation (VDOT) in connection with the development of high-occupancy toll (HOT) lanes along the I-95/I-395 corridor just south of Washington, D.C., which was procured as a DBFOM project. Ballard Spahr also represented VDOT in connection with the development of HOT lanes on an extension of the I-95 HOT Lanes Project down to the Fredericksburg area (Fredericksburg Extension). Ballard Spahr structured, drafted and negotiated the Comprehensive Agreement covering the construction, operation, maintenance, and financing of the project, and worked with VDOT and VDOT’s consultants on the Comprehensive Agreement.

  • I-285/SR 400 Reconstruction Project (Georgia DOT). Served as P3 counsel to the Georgia Department of Transportation (GDOT) in connection with the I-285/SR 400 Reconstruction Project, the reconstruction of an interchange in the Atlanta area. The project was procured by GDOT and the State Road and Tollway Authority as a design-build-finance (DBF) project. As P3 counsel, Ballard Spahr drafted the procurement documents, the DBF Contract and other related documents and materials.

  • U.S. 36 Managed Lanes (Colorado DOT). Served as counsel to the Colorado High-Performance Transportation Enterprise and Colorado Department of Transportation for a TIFIA loan to finance Phase 1 of the development of managed lanes on U.S. 36 between Denver and Boulder. Ballard Spahr also served as lender’s counsel for the financing of Phase 2 of the U.S. 36 Managed Lanes Project.

  • Pennsylvania Rapid Bridge Replacement Project. Served as bond counsel to the Pennsylvania Department of Transportation (PennDOT) and the Pennsylvania Economic Development Financing Agency (PEDFA) in the Pennsylvania Rapid Bridge Replacement Project (RBR Project), a DBFM initiative that involves the replacement of approximately 550 structurally deficient bridges across the Commonwealth over a three to four year period. Ballard Spahr’s engagement included drafting all of the financing documents and security documents as well as commenting on and drafting certain sections of the offering documents for the PABs.

  • Federal Railroad Administration (FRA). Served as special counsel to the Federal Railroad Administration (FRA) for a Railroad Rehabilitation & Improvement Financing Loan (RRIF Loan), which provides funds to redevelop and rehabilitate the Denver Union Station Project. The Denver Union Station Project is a 50-acre intermodal transit public-private development in lower downtown Denver that will serve as a regional multimodal hub, improve transportation, and reduce congestion in the Denver area. Transportation elements include an underground bus terminal with 22 bays, a light rail station for current and future light rail routes, a commuter rail station that will serve Amtrak and possibly a ski train, and public plazas to integrate transit service.

  • Purple Line Light Rail Project (Maryland DOT). Served as bond counsel to the Maryland Economic Development Corporation in the Purple Line Light Rail Project (Purple Line Project), a 16-mile light rail line that will extend from Bethesda in Montgomery County to New Carrollton in Prince George's County. The Purple Line Project will provide a direct connection to the Metrorail Red, Green and Orange Lines: at Bethesda, Silver Spring, College Park, and New Carrollton. The Purple Line will also connect to MARC, Amtrak, and local bus services. Ballard Spahr used its knowledge of complex financing transactions to make sure the documents worked together throughout the various series of PABs as well as with each of the other sources of financing.

  • Denver Union Station. Served as special counsel to the Federal Railroad Administration for a Railroad Rehabilitation and Improvement Financing Loan to redevelop and rehabilitate Denver Union Station. The project creates a 50-acre intermodal transit public-private development in lower downtown Denver that will serve as a multimodal regional hub, improve transportation, and reduce congestion in the Denver area.

  • Port of Wilmington. Served as counsel to a shortlisted proposer in the procurement process for the P3 development of the Port of Wilmington in Delaware. We assisted in developing the consortium's RFP response, including financial and security aspects.

  • Middletown Station Parking Project. Served as P3 counsel to PennDOT in connection with the design-build-finance-operate-maintain redevelopment of the area around Middletown Station along the Keystone Corridor in Middletown, Pennsylvania, including the development of parking facilities.

  • Southport. Represented the Commonwealth of Pennsylvania in its effort to seek proposals for a public-private partnership to finance, design, develop, construct, operate, and maintain the new Southport marine container terminal facility in Philadelphia.

  • Pennsylvania Turnpike. Served as counsel to the Commonwealth of Pennsylvania and the Pennsylvania Department of Transportation for the privatization of the Pennsylvania Turnpike. The firm handled an array of legal issues encompassing bankruptcy and creditors' rights, taxation, zoning and real estate, environmental, labor and employment, constitutional, alternative dispute resolution, sovereign immunity, and pensions and benefits.

  • Port Newark Container Terminal. Served as counsel to the underwriter for bonds issued to develop certain port facilities for the Port Newark Container Terminal, which operates a container terminal at the Port of New York/New Jersey. Port Newark Container Terminal is jointly owned by Ports America and the TIL Group.

  • Seagirt Marine Terminal. Served as underwriter's counsel in the financing of an expansion project at the Seagirt Marine Terminal in Baltimore.

Energy & Utilities

  • Philadelphia Gas Works. Served as special counsel to the City of Philadelphia and the Philadelphia Gas Works (PGW) for the potential sale of PGW, the nation's largest municipal gas supplier. Our work included identifying and analyzing risk allocation; preparing the RFQ and RFP; reviewing bids; drafting all legal and financing contracts; handling all labor- and real estate-related matters; as well as handling all additional legal matters that arose in exploring the sale of PGW to a private entity.

  • Allentown Water and Sewer Project. Represented the underwriter who served as underwriter to Lehigh County Authority, the winning bidder in the Allentown Water and Sewer Project. The City of Allentown entered into a public-public partnership with the Lehigh County Authority to lease its water and sewer system in exchange for an initial up-front payment of approximately $212 million and annual rental payments.

  • Eagle Mountain City. Represented the Utah municipality in selling its electric and gas utilities. Ballard Spahr attorneys drafted the asset purchase agreements and researched state law issues related to the sale of the utilities.

  • PGW LNG Project. Representing the private developer who will enter into a P3 contract to develop liquefied natural gas (LNG) facilities at PGW's existing Passyunk campus in Philadelphia. The developer will be responsible for the DBFM development of the LNG facilities and other related infrastructure improvements.

  • Lake Havasu. Served as counsel to Lake Havasu City, Arizona, in the possible privatization of the City's water and sewer system. Ballard Spahr lawyers drafted the RFI and participated in multiple calls and meetings with the City to evaluate possible privatization scenarios.

University Projects

  • Delaware State University. Assisted Delaware State University in closing a public-private partnership transaction for the development of a student housing and dining facility on campus. We served as counsel to the university for the procurement process and for development of various project documents, as well as serving as bond counsel for financing.

  • Drexel University. Represented Drexel in the development of a $100 million-plus student housing project that includes a 361,000-square-foot, mixed-use student housing and retail project, now under construction along Drexel's Chestnut Street corridor in Philadelphia.

  • Temple University. Served as counsel to the lead underwriter in development of the International Apartments at Temple University, a student housing and retail complex of approximately 106 housing units adjacent to Temple's main campus on North Broad Street in Philadelphia.

  • Princeton University. Represented the university in the ongoing redevelopment of on- and off-campus residential facilities for the modernization of graduate, faculty, and staff housing.

  • Harvard University. Represented Harvard's Allston Development Group in connection with design and construction contracts, as well as labor, insurance, and other construction-related issues, for campus expansion in the Allston section of Boston and at the Fogg Museum.


  • Military Housing. Represented investment bankers involved in financing the $1.1 billion privatization and rehabilitation of housing development projects in 21 Navy and Marine Corps residential communities throughout Hawaii. Ballard Spahr pioneered the use of senior, mezzanine, and subordinated debt security structures and arranged multiple securities offerings under Rule 144A and Regulation S.

  • Public Housing. Represented the Philadelphia, New Orleans, and Seattle housing authorities in P3 projects that resulted in the renovation of housing projects with more than $200 million in bond financings secured by federal public housing capital grant funds and leveraged with low-income tax credit equity.