Pennsylvania Turnpike Commission
Turnpike Revenue Bonds, Series B of 2022
November 15, 2022
This transaction represented SWS’ 9th senior managed mandate for the Commission. Bond proceeds are being used to finance a portion of the Commission’s 10-year capital plan, refund an EB-5 loan, and fund necessary reserves for the bonds.
SWS’ Comprehensive Marketing Efforts
To inform investors about the coming transaction, SWS prepared an EMMA notice. Additionally, SWS refined and updated PTC’s investor presentation to reflect recent developments and highlight the senior bond’s security features. 26 unique investors viewed the roadshow and 18 ultimately placed over $989.8 million of orders. On the day of pre-marketing, the financing team took advantage of a strong muni market by accelerating pricing by one day as PPI came in below market expectations. After a robust pre-marketing period, SWS received over 30 investor reads for the transaction. This and the positive tones in the bond markets allowed SWS to tighten the pre-pricing scale by 2 to 5 bps, capturing MMD improvements.
Exceptional Sales Performance Leads to Client’s Commendations
The transaction received robust investor demand and after the order period, maturities were oversubscribed by 3.1x to 19.5x. Overall, the transaction received over $3.1 billion of priority orders (of which SWS submitted over 99.5%) and was 10.3x oversubscribed. The SWS’ sales desk received orders from 109 unique investors including over $1.8 billion of orders from 37 currently identified PTC Senior Turnpike Revenue bondholders. Given the strength of the order book, SWS tightened spreads by an additional 8 to 20 bps across all maturities satisfying the expectations of the Commission and its co-financial advisors. SWS’ strong marketing and pricing efforts resulted in the Commission achieving an all-in TIC of 4.654% and even achieved significantly tighter credit spreads by up to 26 bps compared to PTC’s recent Senior 2022A transaction which priced just two months earlier.
Tailored Structuring Strategy to Lower Overall Borrowing Costs
SWS developed a customized structure in order to take advantage of the relatively flat yield curve and minimize the required deposit to the reserve fund, which is based on maximum annual debt service (“MADS”). The level debt service structure was tailored by adding additional principal beyond 2038 and did not amortize principal in years 2038, 2040, and 2043 to minimize the increase in MADS. To further help lower the overall TIC, SWS bifurcated the 2047 term bond with 5.00% and 5.25% coupons and added a serial maturity in 2044.