Combined RRIF TIFIA LOI

OMB Control #: 2105-0569

Introduction

Please submit this form electronically as the letter of interest (LOI) for Transportation Infrastructure Finance and Innovation Act of 1998 (TIFIA) and Railroad Rehabilitation and Improvement Financing (RRIF) credit assistance. The LOI comprises information to help the Build America Bureau (Bureau) assess the likelihood that the parties seeking credit assistance and the projects to be financed will be able to satisfy eligibility, program, and creditworthiness requirements. The Bureau website, https://www.transportation.gov/buildamerica, provides program and process guidance, including the Credit Program Guide.

The Bureau recommends, before submitting an LOI, parties considering TIFIA and RRIF contact Bureau staff at 202.366.2300 or BuildAmerica@dot.gov. Bureau staff will help the parties assess project needs, readiness for financing, and advantages and disadvantages of TIFIA or RRIF credit assistance. A party seeking credit assistance under both Bureau programs may submit a single completed form for both credit programs, except under certain circumstances. Unless the Bureau directs otherwise, completed LOIs will be submitted electronically.

The Bureau will keep information confidential to the extent permitted by law. We encourage applicants to familiarize themselves with the Department’s Freedom of Information Act (5 U.S.C. § 552) (FOIA) procedures, which can be found at 49 CFR Part 7, as well as helpful guidance issued by the Department of Justice regarding the treatment of confidential commercial or financial information pursuant to Exemption 4 under FOIA.

Summary Information
Applicant Name
Project Location (City, State)
Loan Program
Total Project Costs	$
Loan Request	$
Date of Submittal	__/__/____

Under the Paperwork Reduction Act of 1995, a Federal agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid OMB control number. The valid OMB control number for this information collection is 2105-0569 (Valid for Fiscal Year 2026-2030). The Build America Bureau estimates it will generally take applicants fewer than twenty (20) hours to assemble a single TIFIA or RRIF LOI.

Table of Contents

Summary Information 1

Table of Contents 2

Table of Attachments 3

Section A: Applicant Information 5

RRIF Joint Venture Applicants 6

Section AA. Borrower Information 6

Section B: Project Information 7

Section C: Financial Plan 10

Section D: Creditworthiness 12

Section E: General Terms and Certifications 12

Section F: Signature 16

Table of Attachments
Attachment name (Example: Attachment A3D1) should be included in the file name of each attachment submitted. While maintaining the naming conventions in this table, borrowers/applicants may submit additional attachments labeled to indicate the LOI section to which they apply.
Name	Description
Section A – Applicant Information
A3D1	Applicant organizational chart.
A6F2	Organizational chart for joint venture eligible applicant
A6I	Documentation establishing and describing the joint venture
AA3D2	Organization chart for borrower (if borrower is different than the applicant)
Section B – Project Information
B2	Map. Vicinity map and shapefile showing project location; impacted states, counties, and cities; and all major highways, railways, and transit routes and a high-level map showing major project design elements.
B4A	Project budget in a digital spreadsheet, such as Microsoft Excel, that identifies the eligible project costs associated with all major work activities including project development activities, professional services, and financing costs, and costs incurred to date.
B4B	Description of eligible project costs (Itemized) including project development activities, professional services, and financing costs, and costs incurred to date.
B4C1	Documentation and evidence of contributions from all entities anticipated to contribute funding, real property, design, or construction of discrete elements of the project.
B5A	Narrative description of project scope, including conceptual design plans for all project elements and features. Describe life-cycle costs including operations and maintenance.
B5B	Project schedule including major elements of design, engineering, environmental review, procurement, construction, anticipated loan close, revenue service or operations, etc.
B6B	Value for money (V4M) analysis
B7A	Provide the cover page and project page showing the project is included in the current long-range transportation plan, metropolitan transportation improvement program (TIP), and statewide transportation improvement program (STIP) of each state affected by the Project
B7B	Provide the cover page and project page showing the project is included in the State freight or rail plan.
B8D	Provide or link to the final Federal (NEPA) decision document for the project
Section C: Financial Plan
C1H	Proposed amortization schedule for the Bureau credit assistance requested
C1I	Project Financial Model in a digital spreadsheet, such as Microsoft Excel
Section D. Creditworthiness
D1	Cash flows for the last five years for borrower’s key business lines
D2	Project sources and uses of funds table, including the status of commitments (e.g., approved, budgeted, appropriated, applied for, etc.) and any approvals or contingencies applicable to each source of funds and a high-level description of major work activities (e.g., right-of-way, site work, rolling stock, systems) and applicable cost contingency.
D3B	Credit ratings for all outstanding or anticipated obligations against the proposed source of repayment
D4A	Borrower’s most recent credit rating
D4B	Indicative rating on the proposed credit assistance
D5B	Market, feasibility, traffic, or ridership reports that have been prepared for the project
D6	Description, including value, basis of valuation, and year of valuation for physical collateral, if any, offered as security for requested Bureau credit assistance.

Section A: Applicant Information
A.1.a.	Applicant legal name
A.1.b.	Applicant principal business address
A.1.c.	Applicant web site uniform resource locator (URL)
A.2.a.	Name of Applicant authorized point of contact (POC) for all matters related to this LOI
A.2.b.	POC title
A.2.c.	POC email address
A.2.d.	POC telephone number
A.2.e.	POC mailing and courier address
A.3.a.1.	Applicant entity type. If you choose Joint Venture, complete subsection A.6.
A.3.a.2.	If you choose Applicant entity type Other, specify type
A.3.b.	Surface Transportation Board freight railroad revenue class, if applicable
A.3.c.1.	Applicant date of incorporation or organization
A.3.c.2.	Applicant place of incorporation
A.3.c.3.	Applicant Unique Entity Identifier number
A.3.d.1.	Applicant legal and organizational structure chart (Attach Documentation)
A.3.e.	States or territories in which Applicant does business
A.3.f.1.	Applicant financial advisor for the project
A.3.f.2.	Applicant legal advisor for the project
A.3.f.3.	Applicant other advisors for the project
A.4.	If the Applicant is different from the Borrower, explain why the Applicant is submitting this form instead of the Borrower and complete Section AA
A.5.	Private Applicants seeking TIFIA credit assistance, complete subsection A.5.
A.5.a	Name of the public entity sponsoring the project for state and local planning purposes
A.5.b.	Description of the public entity sponsoring the project for state and local planning purposes

RRIF Joint Venture Applicants
A.6.	Applicants seeking RRIF credit assistance that choose Joint Venture in Section A.3.a.1, complete this section (A6).
A.6.a.	Name of the joint venture party eligible to apply for a RRIF loan (JV Eligible Applicant)
A.6.b.	JV Eligible Applicant principal business address
A.6.c.	JV Eligible Applicant web site uniform resource locator (URL)
A.6.d.1.	JV Eligible Applicant entity type
A.6.d.2.	If you choose JV Eligible Applicant entity type Other, specify type
A.6.e.1.	JV Eligible Applicant date of incorporation or organization
A.6.e.2.	JV Eligible Applicant entity place of incorporation
A.6.f.1.	JV Eligible Applicant entity legal and organizational structure
A.6.f.2.	JV Eligible Applicant entity ownership structure (Attach Documentation)
A.6.g.	States or territories in which JV-Eligible Applicant does business
A.6.h.1.	JV Eligible Applicant financial advisor for the project
A.6.h.2.	JV Eligible Applicant legal advisor for the project
A.6.h.3.	JV Eligible Applicant other advisors for the project
A.6.i.	Describe the nature of the joint venture relationship and supporting documentation for the relationship (Attach Documentation)
A.6.j.	Describe parties to the joint venture other than the Applicant and JV Eligible Applicant

Section AA. Borrower Information (To Be Completed Only If Applicant and Borrower Are Not the Same Entity)
AA.1.a.	Borrower legal name
AA.1.b.	Borrower principal business address
AA.1.c.	Borrower web site uniform resource locator (URL)
AA.2.a.	Name of Borrower authorized point of contact (POC) for all matters related to this LOI
AA.2.b.	POC title
AA.2.c.	POC email address
AA.2.d.	POC telephone number
AA.2.e.	POC mailing and courier address
AA.3.a.1.	Borrower entity type If you choose Joint Venture, complete subsection AA.4.
AA.3.a.2.	If you choose Borrower entity type Other, specify
AA.3.b.	Surface Transportation Board freight railroad revenue class, if applicable
AA.3.c.1.	Borrower date of incorporation or organization
AA.3.c.2.	Borrower place of incorporation
AA.3.c.3.	Borrower Unique Entity Identifier number
AA.3.d.1.	Borrower legal and organizational structure
AA.3.d.2	Borrower ownership structure (Attach Documentation)
AA.3.e.	States or territories in which Borrower does business
AA.3.f.1	Borrower financial advisor for the project
AA.3.f.2	Borrower legal advisor for the project
AA.3.f.3	Borrower other advisors for the project

Section B: Project Information
B.1.a.	Project name
B.1.b.	Project short name
B.1.c.	Project web site uniform resource locator (URL)
B.2.	Project location (provide a vicinity map and shapefile showing the Project’s location; major design elements; and impacted states, cities, counties, Metropolitan Statistical Areas, and all major highways, rail lines, and transit routes. (Attach Documentation)
B.2.a.1.	U.S. state in which Project is located
B.2.a.2.	Counties in which Project is located
B.2.a.3.	Cities in which Project is located
B.2.a.4.	Metropolitan Statistical Area in which Project is located
B.2.b.1.	U.S. states the Project will serve
B.2.b.2.	Counties the Project will serve
B.2.b.3.	Cities the Project will serve
B.2.b.4.	Metropolitan Statistical Areas the Project will serve
B.2.c.	Major highways, rail lines, or transit routes intersecting the Project
B.2.d.	Specify the U.S. Congressional districts the Project will impact
B.2.e.	Project GIS coordinates
B.3.	Is the project located wholly or partially outside of an urbanized area with a population greater than 150,000?
B.4.a.	Total project costs, including project development activities, professional services, and financing costs, and costs incurred to date (Attach Documentation)
B.4.b.	Eligible project costs, including project development activities, professional services, and financing costs, and costs incurred to date (each to the extent eligible. See the Bureau guidance on eligible cost categories for each credit assistance program.) (Attach Documentation)
B.4.c.1.	Identify all entities anticipated to contribute funding, real property, design, or construction of discrete elements of project scope, or other valuable consideration to the Project (Attach Documentation)
B.4.c.2.	Identify all entities currently or anticipated to be entitled to utilize the Project after substantial completion and the anticipated level of usage and maintenance responsibilities
B.5.a.	Project scope, inclusive of all major functional elements/features, and operations and maintenance (Attach Documentation)
B.5.b	Project schedule (Attach Documentation)
B.5.c.	Estimated useful life of the asset being financed
B.6.a.	Project delivery method
B.6.b.	Describe the Value for Money or comparable analysis the project sponsor completed before selecting the project delivery method, including the date such analysis was completed, if conducted. (See the Bureau web site for guidance on Value for Money or comparable analysis applicability and methodologies). If no such analysis has been done, explain why none was conducted (including if the Applicant believes none of the Value for Money requirements described in the Bureau’s guidance apply to the Project). (Attach Documentation)
B.7.a.	Is the Project included in the current long-range transportation plan, metropolitan transportation improvement program (TIP), and statewide transportation improvement program (STIP) of each state affected by the Project? (Provide supporting documentation (only the cover page and project page for each document should be submitted) (Attach Documentation)
B.7.b.	Is the Project included in a state freight or rail plan? (Provide supporting documentation (only the cover page and project page for each document should be submitted) (Attach Documentation)
B.8.a.	What is the status of the environmental review of the Project?
B.8.b.	If known, identify the lead Federal agency responsible for the environmental review
B.8.c.	If known, identify the lead local agency responsible for the environmental review
B.8.d.	If completed, identify the final environmental decision document for the Project (Attach Documentation)
B.9.	Applicants seeking RRIF credit assistance, complete subsection B.9.
B.9.a.	Describe the present and probable future demand for the Applicant's, Borrower’s, or JV Eligible Applicant’s (as applicable) rail services or intermodal facilities and the impact of the Project on demand.
B.9.b.	Briefly describe how the Applicant or Borrower (as applicable) will take economy and efficiency into consideration in utilizing the asset being financed.
B.10.	Applicants seeking TIFIA credit assistance, complete subsection B.10.
B.10.a.	Describe any public or private investment generated through partnerships with respect to the Project or activities directly ancillary to the Project.

Section C: Financial Plan
C.1.a.	Total dollar value of TIFIA credit assistance requested
C.1.b.	Value of TIFIA credit assistance requested as a percentage of the total eligible project costs
C.1.c.	TIFIA credit instrument requested
C.1.d.	Total dollar value of RRIF credit assistance requested
C.1.e.	Value of RRIF credit assistance requested as a percentage of the total eligible project costs
C.1.f.	RRIF credit instrument requested
C.1.h	Proposed Amortization Schedule (Attach Documentation)
C.1.i	Project Financial Model (Attach Documentation)
C.2.a.	Has the Applicant received, applied for, or does the Applicant intend to apply for, Federal grants for this project? If yes, specify the programs, amounts, non-Federal share, and status (e.g., pending award, awarded, obligated) for each.
C.2.b.	Has the Applicant received, applied for, or does the Applicant intend to apply for, other Federal credit assistance for this project? If yes, specify the programs, amounts, non-Federal share, and status (e.g., pending award, awarded, obligated) for each.
C.2.c.	What is the total value of all anticipated Federal financial assistance, including the requested Bureau credit assistance, as a percentage of the total eligible project costs?
C.3.	Will the Bureau credit assistance requested be under a new or existing indenture, resolution, or collateral agency agreement?
C.4.	What is the proposed lien priority for the requested Bureau credit assistance? In most cases, Bureau credit assistance may not be subordinated to the claims of holders of project obligations in the event of bankruptcy, insolvency, or liquidation of the obligor. See Bureau guidance for more information on non-subordination requirements.
C.5.a.	How will the Bureau credit assistance requested benefit the Project? Identify any Federal grant assistance that would not be necessary if the requested Bureau credit assistance were received.
C.5.b.	How would the Project be impacted in terms of cost or schedule, or both, if the requested financial assistance were unavailable in whole or in part?
C.6.	Applicants seeking to refinance long-term project obligations using TIFIA credit assistance, complete subsection C.6.
C.6.a.	Identify the project that would be completed, enhanced, or expanded with the additional funding capacity (the Added Capacity Project). Provide all the information requested in Section B with respect to the Added Capacity Project.
C.6.b.	Describe the funding capacity that would be created pursuant to the requested refinancing and how such funding capacity is necessary for the delivery of the Added Capacity Project.
C.6.c.	How would the Added Capacity Project be impacted if the requested refinancing was unavailable in whole or in part?

Section D: Creditworthiness
D.1.	Provide an overview of the Borrower’s key business lines (provide cash flows for each key business line for the last five years
D.2.	Describe the sources of funds pledged to repay the requested Bureau credit assistance. (Attach Documentation)
D.3.a.	Describe the proposed flow of funds and any accompanying escrow or trust agreements that govern repayment of the requested Bureau credit assistance.
D.3.b.	List all outstanding or anticipated obligations against the proposed source of repayment (provide credit ratings for all such outstanding obligations (Attach Documentation)
D.4.a.	What is the Borrower’s most recent credit rating?
D.4.b.	TIFIA Applicants: when will preliminary ratings for the proposed senior project debt, if any, and TIFIA credit assistance will be available?
D.4.c.	RRIF Applicants: Does the Borrower intend to provide a rating on the requested Bureau credit assistance as a basis for determining any credit risk premium?
D.5.a.	What are the anticipated economic impacts of the Project
D.5.b.	Describe market or feasibility reports, traffic and ridership studies, engineering/technical reports, insurance reports, or other studies that have been or will be prepared for the Project by the Borrower or on behalf of the Project lenders (Attach Documentation)
D.6.	RRIF Applicants: Does the Borrower intend to offer physical collateral as security for requested Bureau credit assistance? If yes, describe the value of such collateral, the valuation method (e.g., net liquidation, market value), and the year such valuation was conducted (Attach Documentation)

Section E: General Terms and Certifications
E.1.a.	Federal Requirements. Projects receiving Federal financial assistance, including credit assistance through the Build America Bureau, must comply with all applicable Federal requirements and the Federal requirements applicable grant funds of the applicable mode, whether or not such requirements apply to the project as a matter of law. Applicants should discuss these requirements with the Bureau.
E.1.b.	Supplemental Information. After the Bureau determines an LOI is complete, the Bureau will conduct preliminary eligibility and creditworthiness reviews, evaluating the plan of finance, financial model, feasibility of the pledged revenue, and sufficiency of any pledged collateral. In connection with this review, the Bureau may ask applicants to provide additional materials.
E.1.c.	Creditworthiness. After the preliminary eligibility and creditworthiness review, the Bureau will ask the applicant for information to proceed with the final creditworthiness review. TIFIA applicants must provide a preliminary rating opinion letter from at least one nationally recognized statistical rating organization. Applicants will then deliver an oral presentation on their project and plan of finance.
E.1.d.	Invitation to Apply. If the Bureau finds that a project has met eligibility requirements, including creditworthiness, the Bureau will invite the borrower to submit an application and supporting materials. This invitation does not guarantee Bureau credit assistance, which remains subject to a project’s continued eligibility and final approval by the U.S. Secretary of Transportation.
E.2.a.	Fees. The Applicant or the Borrower, as applicable, shall pay the costs incurred for the Bureau’s financial, legal, and other third-party advisor services involved with LOI and application evaluation and negotiation of credit agreements and related documentation. The Applicant or the Borrower, as applicable, shall also pay any fees associated with services provided at cost by USDOT modal agencies or their contractors in connection with LOI and application evaluation. These costs and fees shall be paid, whether a credit agreement is executed. Except as otherwise specified in a credit agreement between USDOT and the Borrower, any of USDOT’s direct costs and fees, including the costs of USDOT advisors procured through “at-cost” procurements (i.e., other than those paid pursuant to sponsor payment arrangements as described below), not paid within 30 days after the due date for payment thereof as specified in a written invoice from the Bureau shall be considered a delinquent debt, collectible in accordance with 31 U.S.C. §§ 3701-3720A and 49 CFR Part 89. In addition, USDOT may initiate suspension or debarment proceedings under 2 CFR Part 180 with respect to the Applicant, the Borrower, any applicable sponsor parties, and any JV Eligible Applicant in accordance with 2 CFR § 180.630(c).
E.2.b.1.	Sponsor Payment Arrangement. The Bureau uses a sponsor payment arrangement for its legal advisors’ fees whereby the Borrower and any other entity responsible for the payment of legal fees sign a Sponsor Payment Letter (SPL) with the legal advisor. The SPL obligates the Borrower and, if applicable, any sponsor(s), to pay all legal fees and expenses of the Bureau's outside legal counsel in connection with the Project. The Department will consider delinquency in the payment of invoices from Bureau advisors with direct payment arrangements with the applicant or Borrower (i.e., sponsor payment letters) to be a willful failure and violation consistent with 2 CFR § 180.800(b)(1) and (3) and may initiate suspension or debarment proceedings thereunder. The Borrower and any other entity responsible for the payment of legal fees are expected to sign the SPL, unless they are prohibited from doing so as a matter of law. See the Bureau website for the SPL form. Has the Borrower reviewed the SPL form?
E.2.b.2.	Does the Borrower and any other entity responsible for the payment of legal fees agree to the terms of the SPL?
E.2.b.3.	If the Borrower does not agree to the above, explain why.
E.3.	Lobbying. The undersigned certifies, to the best of his or her knowledge and belief, (1) no Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned to any person for influencing or attempting to influence an officer or employee of an agency, Member of Congress, officer or employee of Congress, or employee of a Member of Congress in connection with the awarding of any Federal contract, grant, loan, or cooperative agreement and extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; (2) if any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, Member of Congress, officer or employee of Congress, or employee of a Member of Congress in connection with this Federal credit assistance, the undersigned shall complete and submit Standard Form-LLL, Disclosure Form to Report Lobbying; (3) the undersigned shall require this certification be included in award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. See 31 U.S.C. §1352; 49 C.F.R. Part 20; Appendix A to Part 20.
E.4.	Debarment and Suspension. The Applicant and the Borrower shall timely make disclosures required of 2 C.F.R. 180.335.
E.5.	Default/Delinquency. The undersigned certifies that neither the Applicant nor the Borrower (1) is currently in default or delinquent on any debt or loans provided or guaranteed by the Federal Government, and (2) has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.
E.6.	Reporting Subaward and Executive Compensation. The undersigned certifies that each of the Applicant and the Borrower has processes and systems in place to comply with reporting requirements under the Federal Funding Accountability and Transparency Act of 2006 (Pub. L. 109-282; 31 U.S.C. §6101 note), as amended by the Government Funding and Transparency Act (Pub. L. 110-252, title VI, §6202(a)), and related regulations at 2 C.F.R. Part 170, should the undersigned or the Borrower, as applicable, receive DOT credit assistance.

Section F: Signature
By signature below, the undersigned, on behalf of the Applicant and on behalf of the Borrower, to the extent not the same entity: (1) acknowledges and agrees to the general terms and conditions identified in Section E above; (2) certifies the facts, certifications, and representations in this LOI are, to the best of the his or her knowledge and belief after due inquiry, true and the applicant has not omitted any material facts; and (3) certifies the undersigned is authorized by the Applicant and the Borrower to submit this LOI, bind the Applicant and the Borrower to the terms and conditions acknowledged and agreed, and make the certifications made by submission of this LOI.
F.1.	Legal name of Applicant
F.2.	Name of signatory
F.3.	Title of signatory
F.4.	Date of signature
F.5.	Signature