On October 9, 2014, the San Joaquin Hills Transportation Corridor Agency (the "Agency") approved a resolution authorizing the solicitation of offers from the holders of its San Joaquin Hills Transportation Corridor Agency, Toll Road Refunding Revenue Bonds, Series 1997A Capital Appreciation Bonds (the "1997A CABs") and the Toll Revenue Refunding Revenue Bonds, Series 1997A Convertible Capital Appreciation Bonds maturing in the years 2037-2038 and 2040-2042 (the "1997A CCABs," and together with the 1997A CABs, the "Target Bonds")  to tender Target Bonds for purchase by the Agency (the "Tender Offer").

The Tender Offer is part of the Agency's plan to refinance all of the Agency's San Joaquin Hills Transportation Corridor Agency, Toll Road Revenue Bonds, Series 1993 (the "1993 Bonds") and refinance or restructure (through a tender or amendment or both) all or a portion of the Target Bonds.

The refinancing/restructuring transaction (the "Transaction") is being undertaken to improve the Agency's financial position by reducing its average annual debt service and by revising certain legal covenants under its indentures to obtain greater financial flexibility. The Transaction is expected to result in all of the Target Bonds remaining outstanding following completion of the Transaction receiving an investment grade category rating by at least two national rating agencies. There can be no assurance that the Transaction will be completed.

The Tender Offer will commence on October 10, 2014, and the Agency expects to distribute Tender Offer materials on or about that date and to post the offer prices for the Target Bonds on the Electronic Municipal Market Access website of the Municipal Securities Rulemaking Board, currently located at http://emma.msrb.org, using the CUSIP numbers for the Target Bonds, not later than 5:00 p.m. EDT on Wednesday, October 15, 2014. The expiration date for the Tender Offer is expected to be October 21, 2014, and the expected settlement date for the purchase of Target Bonds which the Agency elects to purchase, if any, is November 6, 2014.  The Tender Offer, and the purchase by the Agency of Target Bonds (if any) pursuant to the Tender Offer, will be governed by the Invitation to Tender to be included in the Tender Offer materials.

This document and the information contained herein do not constitute an offer to sell or the solicitation of an offer to buy any security. Such an offer can only be made pursuant to an Official Statement of the Agency.  Concurrently with the distribution of the Tender Offer materials, the Agency will distribute a Preliminary Official Statement relating to the refunding bonds to be issued by the Agency in connection with the Transaction.

In addition, this document and the information contained herein do not constitute a solicitation of the holders of the Target Bonds to offer to tender their bonds, which shall only be made pursuant to Tender Offer materials to be distributed by the Agency.

The San Joaquin Hills Transportation Corridor Agency (SJHTCA)is a joint powers authority formed by the California legislature in 1986 to plan, finance, construct and operate the 15-mile San Joaquin Hills Transportation Corridor (SR 73). Elected officials from surrounding cities and county supervisorial districts are appointed to serve on each agency's board of directors. Public oversight ensures that the interests of local communities and drivers are served and that TCA continues to meet the region's growing need for congestion-free transportation alternatives.

The Toll Roads Media Relations
Sarah Swensson King
Media Relations Manager
SKing@thetollroads.com
949.754.3417