Introduction: Interested parties seeking Water Infrastructure Finance and Innovation Act (WIFIA) credit assistance must complete and submit a letter of interest to the U.S. Environmental Protection Agency (EPA). EPA evaluates letters of interest against selection criteria and for creditworthiness. Creditworthiness is a measure of an interested party's ability to repay a loan.  EPA will measure creditworthiness in a manner similar to credit ratings agencies. Based on the information provided in the Letter of Interest, EPA will invite selected interested parties to submit an application for WIFIA credit assistance. EPA will only select those projects that it expects to proceed to closing.
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Purpose: Interested parties complete the letter of interest materials to provide EPA with the necessary information to validate the eligibility (as defined in the WIFIA Program Guide), assess the initial creditworthiness, and rank each proposed project or set of projects bundled in a single letter of interest. 
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Format: To be considered for WIFIA credit assistance, interested parties must follow the instructions provided to submit a letter of interest that: 1) describes the interested party and the plans for the proposed project(s), 2) outlines the proposed financial plan, 3) provides a status of the reports and studies required for the project(s), and 4) describes how the project meets the selection criteria of the WIFIA credit program. Please reference the latest Notice of Funding Availability (NOFA), the WIFIA Program Guide, and Frequently Asked Questions (FAQ) available at www.epa.gov/wifia for additional instructions and information.

The total narrative for this letter of interest should not exceed 25 pages, excluding any attachments. Narrative information on singled-spaced, standard-sized 8 (1/2)" x 11" pages. Page margins should not be less than 1-inch. Font size should not be smaller than 11 point Times New Roman.
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Selection: EPA will notify the interested party if it determines that the proposed project is not eligible for WIFIA assistance or fails to meet the minimum selection criteria. Due to the wide variety of projects eligible for WIFIA assistance, in some cases EPA may request additional information to supplement the letter of interest so it may complete its analysis. From eligible interested parties, EPA will invite some eligible entities to submit applications based on its selection process. Invited applicants are required to submit a complete WIFIA Application [link] and to pay an application fee of [$XX,XXX] for small communities (not more than 25,000 people) and [$XXX,XXX] for all other communities. The initial application fee will be credited to the credit processing fee due at closing. Detailed information about selection and fees in the WIFIA Program Guide, available at www.epa.gov/wifia.
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Submission: Please complete this form and attach a document with the requested narrative information, maintaining the order and numbering of the section. In addition, submit all source documents referenced in the narrative. Source documents may be draft or preliminary; provide the most recent version available at the time of submission. Submit these documents as attachments via email to [e-mail]. If needed, electronic files on a USB drive or CD can be submitted to the attention of NAME, ADDRESS.  Interested parties are advised to use an express mail or courier delivery service to ensure delivery confirmation of the package. Upon receipt, EPA will provide a confirmation email. If you have questions on completing this letter of interest, please consult the WIFIA website (www.epa.gov/wifia) or contact the WIFIA program office at (XXX) XXX-XXXX or [e-mail].
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Information Requests: If an applicant desires that any information submitted in its application or any supplement thereto not be released by EPA upon request from a member of the public or otherwise made publicly available, the applicant must identify the confidential business information and provide reasons  why such information is confidential business information and should not be released, including particulars as to any competitive harm which would potentially result from the release of such information. EPA will keep such information confidential to the extent permitted by law.
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Burden: The public reporting and recordkeeping burden for this collection of information is estimated to average 50 hours per response.  Send comments on the Agency's need for this information, the accuracy of the provided burden estimates, and any suggested methods for minimizing respondent burden, included through the use of automated collection techniques to the Director, Regulatory Support Division, U.S. Environmental Protection Agency (2822T), 1200 Pennsylvania Ave., NW, Washington, D.C. 20460. Include the OMB control number in any correspondence. Do not send the completed form to this address. 
___________________________________________________________________________________Warning: Falsification or misrepresentation of information or failure to file or report information required to be reported may be the basis for denial of financial assistance by EPA. Knowing and willful falsification of information required to be submitted and false statements to a Federal Agency may also subject you to criminal prosecution.  See, for example, 18 U.S.C. §1001.
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Key Definitions

 Administrator means the Administrator of EPA.
   
 Applicant means the entity submitting the application for WIFIA credit assistance. Only interested parties that are invited to submit a WIFIA application become applicants. The following entities are eligible to receive credit assistance: a corporation, a partnership, a joint venture, a trust, a Federal, State, or local government, a tribal government or consortium of tribal governments, and a State infrastructure financing authority. 

 Community water system has the meaning given the term in section 1401 of the Safe Drinking Water Act (42 U.S.C. 300f).

 Credit assistance means a secured loan or loan guarantee under WIFIA.

 Credit agreement means a contractual agreement between the EPA and the project sponsor (and the lender, if applicable) that formalizes the terms and conditions established in the term sheet (or conditional term sheet) and authorizes the execution of a secured loan or loan guarantee.
   
 Eligible project costs mean amounts, substantially all of which are paid by, or for the account of, an obligor in connection with a project, including the cost of:
 Development-phase activities, including planning, feasibility analysis (including any related analysis necessary to carry out an eligible project), revenue forecasting, environmental review, permitting, preliminary engineering and design work, and other preconstruction activities;
 Construction, reconstruction, rehabilitation, and replacement activities;
 The acquisition of real property or an interest in real property (including water rights, land relating to the project, and improvements to land), environmental mitigation (including acquisitions pursuant to section 5026(7)), construction contingencies, and acquisition of equipment; and
 Capitalized interest necessary to meet market requirements, reasonably required reserve funds, capital issuance expenses, and other carrying costs during construction.
         
 Federal credit instrument means a secured loan or loan guarantee authorized to be made available under WFIA with respect to a project.
   
 Interested party, for the purposes of this part, means an entity submitting a request for WIFIA credit assistance. The following entities are eligible to receive credit assistance: a corporation, a partnership, a joint venture, a trust, a Federal, State, or local government, a tribal government or consortium of tribal governments, and a State infrastructure financing authority. Interested parties become applicants when they are invited to apply for WIFIA credit assistance.

 Investment-grade rating means a rating category of BBB minus, Baa3, bbb minus, BBB (low), or higher assigned by a nationally recognized statistical rating organization (NRSRO) to project obligations.
   
 Iron and steel products means the following products made primarily of iron or steel: lined or unlined pipes and fittings, manhole covers and other municipal castings, hydrants, tanks, flanges, pipe clamps and restraints, valves, structural steel, reinforced precast concrete, and construction materials.

 Nationally Recognized Statistical Rating Organization (NRSRO) means a credit rating agency identified and registered by the Office of Credit Ratings in the Securities and Exchange Commission.

 Obligor means a party primarily liable for payment of the principal of or interest on a Federal credit instrument, which party may be a corporation; partnership; joint venture; trust; Federal, State, or local governmental entity, agency, or instrumentality; tribal government or consortium of tribal governments. Generally, the obligor is the same as the interested party but is not required to be.
   
 Project means:
 1 or more activities that are eligible for assistance under section 603(c) of the Federal Water Pollution Control Act (33 U.S.C. 1383(c)), notwithstanding the public ownership requirement under paragraph (1) of that subsection [link].
 1 or more activities described in section 1452(a)(2) of the Safe Drinking Water Act (42 U.S.C. 300j - 12(a)(2)) [link].
 A project for enhanced energy efficiency in the operation of a public water system or a publicly owned treatment works.
 A project for repair, rehabilitation, or replacement of a treatment works, community water system, or aging water distribution or waste collection facility (including a facility that serves a population or community of an Indian reservation).
 A brackish or sea water desalination project, a managed aquifer recharge project, or a water recycling project.
 Acquisition of real property or an interest in real property -- 
 If the acquisition is integral to a project described in paragraphs (1) through (5); or
 Pursuant to an existing plan that, in the judgment of the Administrator or the Secretary, as applicable, would mitigate the environmental impacts of water resources infrastructure projects otherwise eligible for assistance under this section.
 A combination of projects, each of which is eligible under paragraph (1) or (2), for which a State infrastructure financing authority submits to the Administrator a single application.
 A combination of projects secured by a common security pledge, each of which is eligible under paragraph (1), (2), (3), (4), (5), or (6), for which an eligible entity, or a combination of eligible entities, submits a single application.
         
 Public entity means:
 a Federal, State, or local Governmental entity, agency, or instrumentality; or
 a Tribal Government or consortium of Tribal Governments.
         
 Publicly sponsored means the obligor can demonstrate, to the satisfaction of the Administrator that the interested party has consulted with the affected State, local or Tribal Government in which the project is located, or is otherwise affected by the project, and that such government supports the proposed project.
   

 Small Community means a community of no more than 25,000 individuals.
   
 State means any one of the fifty states, the District of Columbia, Puerto Rico, or any other territory or possession of the United States.
   
 State infrastructure financing authority means the State entity established or designated by the Governor of a State to receive a capitalization grant provided by, or otherwise carry out the requirements of, title VI of the Federal Water Pollution Control Act (33 U.S.C. 1381 et. seq.) or section 1452 of the Safe Drinking Water Act (42 U.S.C. 300j - 12).

 Term sheet means a contractual agreement between the EPA and the project sponsor (and the lender, if applicable) that sets forth the key business terms and conditions of a Federal credit instrument. Execution of this document represents a legal obligation of budget authority.

 Treatment works has the meaning given the term in section 212 of the Federal Water Pollution Control Act (33 U.S.C. 1292).
   
 WIFIA means the Water Infrastructure Finance and Innovation Act of 2014, Pub. L. 113-121, 33 U.S.C. 3901-3914.

Letter of Interest
Provide the following information in this form or as narrative answers. Narrative answers can reference source documents (include the name of the document and relevant pages or sections). Provide any referenced documents as attachments.

Section A: Interested Party Information
 Legal name of interested party: ____________________________________________________
 Other names under which the interested party does business: ___________________________
 Employer/taxpayer identification number (EIN/TIN): ___________________________________
 Dun and Bradstreet Data Universal Number System (DUNS) number: ______________________
 Department and division name: ____________________________________________________
 Business street address, city, state, zip:______________________________________________ ______________________________________________________________________________
 Mailing street address (if different from above): _______________________________________
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 Website: ______________________________________________________________________
 Type of entity (check all that apply): 
             Corporation
             Partnership
             Joint Venture
             Trust
             Federal, State, or Local Governmental Entity, Agency, or Instrumentality
             Tribal Government or Consortium of Tribal Governments
             State Infrastructure Finance Authority
             Combination of the Above Entities 
 Provide an organization chart for the project(s), including the individual members or titles of the project team(s).
 If the interested party is not a public entity or in the case of the interested party being a state infrastructure finance authority, the sub-recipient(s) is not a public entity, is the project(s) publicly sponsored?  Please explain.
 Describe the interested party's financial condition, including whether the interested party is current on all debt service, in risk of imminent default, in technical default, or in bankruptcy proceedings and the interested party's experience in undertaking the capital projects of a similar scope and size. Provide the year-end audited financial statements for the past three years, as available as an attachment. 
 Indicate (yes or no) whether the interested party is prepared to submit an application within 365 days after receiving an invitation to advance. (Assume invitations to apply will be issued approximately 90 days from the close of the letter interest submission period).______________
             
Section B: Project Plan 
 Project name(s) (for purposes of identification assign a short name to the project(s)): 
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 Project website(s):  ______________________________________________________________
 Brief description of the project(s):
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 Describe the location of the project(s).
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 County(s) project(s) will serve: _____________________________________________________
 Population served by the project(s):_________________________________________________
 Total population served by system:__________________________________________________
 Indicate the type of project delivery method (i.e., design-build, construction manager at-risk, design-bid-build) that is planned for this project(s).
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 Describe the project's purpose (including quantitative or qualitative details on public benefits the project(s) will achieve). 
 Present the project schedule(s), including the proposed project start and end dates of planning, design, permitting, and construction or implementation phases.
 Provide any analysis (i.e. preliminary engineering reports, feasibility studies, preliminary designs, siting studies, project plans, etc.) completed in support of the project(s). Provide any referenced documents as attachments.
 Present the findings of any alternatives analysis or business cases conducted, if available. Describe the project alternatives considered and the rationale (i.e., lowest capital cost, greater ease of operation, most reliable, fewest environmental impacts, etc.) for the selected alternative; this description should include the technical, managerial, financial, environmental, operational and local decision making rationale for the selected approach. Provide any referenced documents as attachments.
 Briefly discuss any other issues that may affect the development and financing of the project(s), such as community support, pending legislation, permitting, or litigation.
 Describe the authorizing actions that would need to occur in order to enter into a loan agreement with the WIFIA program.
 If available, provide a copy of the system master plan or like document.
 Present the environmental review process and status of such for the project(s).
 Describe the status of any additional permits and approvals that the project(s) may require.
 If applicable, detail how the project(s) serves a small community (a community of no more than 25,000 individuals).
 If applicable, describe community outreach efforts conducted to date and planned for the project(s).

Section C: Project Operations and Maintenance Plan 

 Provide the estimated useful life of the project(s).
 Describe the project(s)'s operation, maintenance, and repair plan, including sources of revenue to finance those activities. A preliminary or draft plan is acceptable.
 Describe any contractual arrangements that may impact the operation of the project(s). Project credits should detail the risk allocation framework in this section. 
Section D: Financing Plan

 Provide a narrative, addressing the financial structure of the project(s), a projection of debt service coverage ratios, and how the project(s)'s senior debt obligations will garner an investment-grade rating(s).
 List the estimated total capital costs of the project(s), broken down by activity type and differentiating between eligible project costs and ineligible project costs. More information about eligible costs is available at www.epa.gov/wifia.
 List the amount of the WIFIA assistance requested for the project(s). WIFIA assistance is generally limited to 49 percent of eligible project costs.
 Describe the terms of the interested party's existing debt and equity financing sources, as applicable, including at a minimum the amount, origination date, final maturity date, estimated interest rate, timing of disbursements, pledged security, repayment sources, amortization schedule, and lien position.
 Describe the terms expected for each source of financing for the project(s), including the WIFIA assistance, including at a minimum the amount, origination date, final maturity date, estimated interest rate, timing of disbursements, pledged security, repayment sources, amortization schedule, and lien position.
 Provide a sources and uses of funds exhibit for the construction period(s) showing the timing and amount of expected equity and debt funding by source, including the WIFIA assistance.
 Attach a summary financial pro forma which presents key assumptions and annual project cash flows through the final maturity of the proposed WIFIA debt.
 Describe the revenue source(s) pledged to repayment, and describe preliminary revenue projections.
 Describe the results and status of revenue feasibility studies.
 Has the interested party consulted with the applicable State Revolving Fund (SRF) Authority to procure SRF funding? If so, explain.


Section E: Selection Criteria
Detailed definitions for each selection criteria are provided in the WIFIA Program Guide available at www.epa.gov/wifia. If the selection criteria is not relevant to the project(s), respond "not applicable."

 National or regional significance: Describe the extent to which the project is nationally or regionally significant, with respect to the generation of economic and public health benefits.

 Enables project to proceed earlier: Describe the likelihood that assistance under this subtitle would enable the project to proceed at an earlier date than the project would otherwise be able to proceed.

 New or innovative approaches: Describe the extent to which the project uses new or innovative approaches such as the use of energy efficient parts and systems, or the use of renewable or alternate sources of energy; green infrastructure; and the development of alternate sources of drinking water through aquifer recharge, water recycling or desalination.

 Protection against extreme weather events: Describe the extent to which the project protects against extreme weather events, such as floods or hurricanes, as well as the impacts of climate change.

 Maintain or protect the environment or public health: Describe the extent to which the project helps maintain or protect the environment or public health.

 Serves energy exploration or production areas: Describe the extent to which a project serves regions with significant energy exploration, development, or production areas.

 Serves regions with water resource challenges: Describe the extent to which a project serves regions with significant water resource challenges, including the need to address water quality concerns in areas of regional, national, or international significance; water quantity concerns related to groundwater, surface water, or other resources; significant flood risk; water resource challenges identified in existing regional, state, or multistate agreements; and water resources with exceptional recreational value or ecological importance.

 Addresses identified priorities: Describe the extent to which the project addresses identified municipal, state, or regional priorities.

 Financing plan: Describe the extent to which the project financing plan includes public or private financing.

 Reduction of Federal assistance: Describe the extent to which assistance under this subtitle reduces the contribution of Federal assistance to the project.

 Readiness to proceed: Describe the readiness of the project to proceed toward development, including a demonstration by the obligor that there is a reasonable expectation that the contracting process for construction of the project can commence by not later than 90 days after the date on which a Federal credit instrument is obligated for the project.

 Repair, rehabilitation, or replacement: Describe the extent to which the project addresses needs for repair, rehabilitation or replacement of a treatment works, community water system, or aging water distribution or wastewater collection system;

 Disadvantaged communities: Describe the extent to which the project serves disadvantaged communities, or pockets of disadvantaged rate payers within otherwise non-disadvantaged communities.

Section F: Contact Information 
 Name:
Title:  
Organization:
Street Address:  
City/State/Zip:  
Phone:  
E-mail:  

Name:
Title:  
Organization:
Street Address:  
City/State/Zip:  
Phone:  
E-mail:  

Primary point of contact 
 Name:
Title:  
Organization:
Street Address:  
City/State/Zip:  
Phone:  
E-mail: 
Name:
Title:  
Organization:
Street Address:  
City/State/Zip:  
Phone:  
E-mail: 
Secondary point of contact
Section G: Certifications 

 National Environmental Policy Act:  The interested party acknowledges that any project receiving credit assistance under this program must comply with all provisions of the National Environmental Policy Act of 1969 (42 U.S.C. 4321 et seq.)
 American Iron and Steel:  The interested party acknowledges that any project receiving credit assistance under this program for the construction, alteration, maintenance, or repair of a project may only use iron and steel products produced in the United States and must comply with all applicable guidance.
 Prevailing Wages:  The interested party acknowledges that all laborers and mechanics employed by contractors or subcontractors on projects receiving credit assistance under this program shall be paid wages at rates not less than those prevailing for the same type of work on similar construction in the immediate locality, as determined by the Secretary of Labor, in accordance with sections 3141-3144, 3146, and 3147 of Title 40 (Davis-Bacon wage rules).
 Lobbying:  Section 1352 of Title 31, United States Code provides that none of the funds appropriated by any Act of Congress may be expended by a recipient of a contract, grant, loan, or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, or an employee of a Member of Congress in connection with the award or making of a Federal contract, grant, loan, or cooperative agreement or the modification thereof. The EPA interprets this provision to include the use of appropriated funds to influence or attempt to influence the selection for assistance under the WIFIA program.
WIFIA interested parties must file a declaration: (a) with the submission of an application for WIFIA credit assistance; (b) upon receipt of WIFIA credit assistance (unless the information contained in the declaration accompanying the WIFIA application has not materially changed); and (c) at the end of each calendar quarter in which there occurs any event that materially affects the accuracy of the information contained in any declaration previously filed in connection with the WIFIA credit assistance.
The undersigned certifies, to the best of his or her knowledge and belief, that:
 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, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement.
 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, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
 The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that 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.
 Debarment:  The undersigned further certifies that it is not currently, nor has it been in the preceding three years: 1) debarred, suspended, or declared ineligible from participating in any Federal program; 2) formally proposed for debarment, with a final determination still pending; 3) voluntarily excluded from participation in a Federal transaction; or 4) indicted, convicted, or had a civil judgment rendered against it for any of the offenses listed in the Regulations Governing Debarment and Suspension (Governmentwide Nonprocurement Debarment and Suspension Regulations: 2 C.F.R. Part 180 and Part 1532.
 Default/Delinquency:  The undersigned further certifies that neither it nor any of its subsidiaries or affiliates are currently in default or delinquent on any debt or loans provided or guaranteed by the Federal Government.
 Other Federal Requirements:  The interested party acknowledges that it must comply with all other federal statutes and regulations, as applicable.  A non-exhaustive list of federal cross-cutting statutes and regulations can be found at: www.epa.gov/wifia. 
 Name: 
Title:  
Organization
Street Address: 
City/State/Zip: 
Phone: 
E-mail: 

Name: 
Title:  
Organization
Street Address: 
City/State/Zip: 
Phone: 
E-mail: 

Signature:  By submitting this letter of interest, the undersigned certifies that the facts stated and the certifications and representations made in this letter of interest are true, to the best of the interested party's knowledge and belief after due inquiry, and that the interested party has not omitted any material facts. The undersigned is an authorized representative of the interested party.Signature: ____________________________________________________________________________
Date Signed: __________________________________________________________________________

Section H: Notification of State Infrastructure Financing Authority.

By submitting this letter of interest, the undersigned acknowledges that EPA will (1) notify the appropriate State infrastructure financing authority in the State in which the project is located that the interested party submitted this this letter of interest; and (2) provide the submitted letter of interest and source documents with it to that State infrastructure financing authority.

Interested parties that do not want their letter of interest and source documents shared with the State infrastructure financing authority in the state in which the project is located may opt out by initialing here _____________. 

Per [citation of WIFIA implementation rule], EPA will notify the State infrastructure financing authority within 30 days of receiving a letter of interest.


Signature: ____________________________________________________________________________
Name: _______________________________________________________________________________
Date Signed: __________________________________________________________________________

