April 10, 2014

1. Federal Accounting Standards Advisory BoardAccounting for Public-Private-PartnershipsABA PCLS Privatization, Outsourcing and Financing Transactions Committee McKenna Long & Aldridge LLP Washington, DC April 10, 2014

2. Disclaimer • Views expressed are those of the speakers. The Board expresses its views in official publications.

3. FASAB’s Mission The FASAB serves the public interest by improving federal financial reporting through issuing federal financial accounting standards and providing guidance after considering the needs of external and internal users of federal financial information.

4. United States What is FASAB? One of threeU.S. Accounting Standards-Setting Organizations

5. Who is FASAB? We currently have 9 board members supported by 8 staff. Tom Allen Wendy Payne Chairman Executive Director (Former GASB Chair) Non-voting Member Mark Reger Norman Dong Treasury OMB Robert Dacey Sam McCall GAO Graylin Smith Harold Steinberg Michael Granof D. Scott Showalter Current as of December 2013 Bios available at www.fasab.gov

6. Public-Private Partnerships Overall goal - Making the full costs of P3s transparent Governments increasingly use innovative approaches to partnering with non-governmental entities. Benefits include: Risk sharing Enhanced performance incentives Financing arrangements to avoid large up front investments of taxpayer funds Arrangements may obscure costs and results. The project will consider how the lease and entity standards may be applied to such arrangements and fill any voids in the standards.

7. Task Force CompositionPublic & Private Participants

8. Task Force CompositionProfessional Disciplines

9. Agencies Consulted

10. Public-Private PartnershipsDisclosure Phase Overview

11. Work-in-ProgressDraft Definition • Federal public-private partnerships (P3s) are contractual arrangements or transactions between public and private sector entities to deliver a service or an asset for either government or general public use where in addition to the sharing of resources, each party shares in the risks and rewards potential of said arrangements or transactions. • As a result, federal P3s can (1) exclude contractual protections afforded the government by the Federal Acquisition Regulations, (2) require the government to provide resources or absorb losses greater than other alternative or competing arrangements or transactions, and (3) include the formation of special purpose vehicles or SPV’s. • Sharing of risks and rewards is evidenced by conditions such as (1) agreements covering a significant portion of the economic life of a project or asset, and/or lasting more than five years, (2) financing arranged by the private partner, (3) conveyance or transfer of real and personal property, multi-sector skills and expertise, and (4) formation of special purpose vehicles or SPV’s.

12. Proposed Characteristics Conclusive – “You’re in if you meet any one” • Creation of a long-lived asset or financing liability • The federal entity participates in or helps sponsor an SPV, partnership, trust, etc. • The term of the procurement or contract arrangement is longer than 5 years. • The principal arrangement is exempt from the Federal Acquisition Regulation (FAR)

13. Proposed Characteristics Suggestive – “Maybe, maybe not” - requires judgment. View each SC in light of the others. • A Value for Money analysis is performed. • The principal arrangement is NOT managed by an Administrative Contracting Officer (ACO) and/or Procurement Contracting Officer (PCO). • The consideration or items given up in an arrangement or their value are not readily apparent. • Significant work force duties, activities, or knowledge are cross-shared between public and private sector P3 parties.

14. Proposed Characteristics • The focus is more on collaboration and informal, real-time, resolution processes as opposed to formal, contractual, administrative processes. • The government relies on either the private sector partner’s or a third party’s determination of a P3’s performance or return on investment/equity, without performing its own verification of performance/return on investment/equity.

15. Suggested Disclosures • The purpose or objective for the P3 arrangement or transaction to include the relative benefits/revenues being received in exchange for all of the government’s consideration, monetary and non-monetary. • The decision criteria for selecting a P3 arrangement or transaction to include the entity’s statutory authority for entering into the P3. • Type of funding, federal or otherwise used to meet mission requirements and service delivery needs to support the P3; e.g., appropriated, non-appropriated, private capital or investment.

16. Suggested Disclosures • The operational and financial structure of the P3 including the entity’s rights and responsibilitiesand amounts the government can be reasonably expected to incur/pay over the life of the P3 arrangement or transaction. • Contractual provisions for termination/exit payments and related amounts. • Whether the private partner(s), to include any SPV, have borrowed or invested capital contingent upon the entity’s promise to pay whether implied or explicit.

17. Suggested Disclosures 7. Identification of the significant risks the P3 partners are undertaking. 8. Violations of legal and contractual provisions governing the P3 arrangement or transaction. What do you think about the disclosures? • Too Burdensome? • Are they sufficient? • How might they impact you or your organization?

18. Uncle Sam Wants YOU!!!! . We invite your comments and suggestions so ask for a copy of the draft ED and get a head start!! If you’d like to join the P3 Task Force or follow its work, let me know.

19. Contact and Website Information • General inquiries can be directed to fasab@fasab.gov • Phone: 202 512-7350 • www.FASAB.gov • Listserv • Exposure Drafts • Active Projects • I can be reached at: savinid@fasab.gov, 202 512-6841