Texas Is Taking Back the State Highway 288 Tollway—at a Steep Price

The Texas Department of Transportation (TxDOT) is set to take back ownership of the State Highway 288 tollway, one of the state’s most expensive privately built toll roads, which connects Houston to its southern suburbs. This action will terminate a 52-year agreement, originally set to end in 2068, for the Blueridge Transportation Group (BTG) to build and operate the tollway—a 10-mile stretch running from an intersection just south of downtown Houston to the Brazoria/Harris County line—that was built in the median of the publicly owned State Highway 288.

The buyback comes with a hefty price tag. 

BTG, a consortium of international private infrastructure development firms, paid up-front for about a third of the billion-dollar tollway construction project, with the remaining two-thirds coming primarily through federal and state-backed debt. TxDOT is exercising a right to retake the tollway enshrined in the original agreement, but doing so requires paying BTG some $1.7 billion—on top of what the firms already raked in through tolls, construction contracts and selling shares in the project. The money from TxDOT will more than cover the $650 million debt that BTG still owes.

But Texas taxpayers and drivers will be left holding the bag, paying off the tollway for many years to come. In May, TxDOT formed the Texas Transportation Finance Corporation in order to take out a loan of $1.7 billion from TxDOT to acquire the tollway—with the plan of paying back the debt with future toll revenues. 

The 288 toll road has long been controversial—in no small part because of its high cost both in terms of fees and human lives. Since the tollway opened in November 2020, toll rates have increased by sixty percent, going from $11 for the full 20-mile round trip during peak hours to $29 dollars now. 

Last November, the Texas Observer revealed how the state allowed BTG to profit from the 288 tollway at the expense of both drivers forced to pay exorbitant rates and construction workers who were injured, or died building the tollway. Twenty-one-year-old Juan Simental fell 85 feet to his death in June 2019 after his employers failed to provide the appropriate safety lanyard. Dozens of other workers experienced severe injuries, reporting that there was no one monitoring safety conditions, no flagger or spotter, and no safety training. 

TxDOT rejected BTG’s offer to renegotiate the contract. In an August press release, Lieutenant Governor Dan Patrick said, “We will provide meaningful relief for Texas drivers along this corridor. Securing a more than $4 billion asset for just $1.7 billion will not only benefit Texas drivers, it will also enable TxDOT to continue investing in and advancing crucial roadway projects across the state.” Patrick did not respond to requests for an interview for this story.

Texas Transportation Commission Chairman Bruce Bugg Jr. called the buyback “a big win for taxpayers,” stating in the press release that the buyback would allow the agency to cut rates by half “as soon as possible” and add more free lanes. SH 288, also known as the South Freeway, is a major hurricane evacuation route, and some exits serve the Museum District and the Texas Medical Center.

TxDOT inked its original agreement in 2016 with BTG, which consisted at the time of six equity members including ACS Group (based in Spain), Shikun & Binui (Israel), and InfraRed Capital Partners (Britain). Last year, ACS Group acquired BTG in its entirety. 

In response to the Observer’s request for comment, BTG spokesperson Alan Goss said, “We are deeply disappointed by TxDOT’s decision to expedite the purchase of the SH-288 toll road without fully considering the significant concessions we offered for motorists.” 

The companies have already profited handsomely from the tollway mainly through deals with their construction subsidiaries and through toll revenues. In annual reports, ACS Group reported the tollway earned $74 million in 2022 and $97 million in 2023, though BTG has refused to disclose its entire take. Based on invoices obtained by the Observer, during construction from 2016 to 2020, BTG paid $815 million to subsidiaries of the same firms—Dragados USA and Pulice Construction, owned by ACS Group, and Shikun & Binui America, the three of which formed a joint venture called Almeda Genoa Constructors. 

Despite reports of construction-related deaths and injuries related to Almeda Genoa Constructors, the venture continued to receive new TxDOT contracts, now totaling at least $4.9 billion for at least 24 projects since 2016, according to state records.

Even with all those profits, the equity firms making up BTG have so far repaid little of their debts, some of which were financed by public agencies and taxpayers, according to credit reports and experts interviewed by the Observer. For the $1.1 billion-construction phase, TxDOT contributed $17.1 million to the 288 tollway project, the U.S. Department of Transportation loaned $357 million to the companies under the Transportation Infrastructure Finance and Innovation Act (TIFIA), and the Texas Private Activity Bond Surface Transportation Corporation, a finance arm of TxDOT, issued a $273 million tax-exempt private activity bond to BTG. 

Sandro Scenga, a spokesperson for the national credit rating agency Fitch Ratings, told the Observer that BTG still owes all $273 million in bonds and $378 million on the TIFIA loan, which is anticipated to be paid off after the company receives compensation from TxDOT for the early termination of the agreement. 

Between August 2022 and March 2023, ACS Group bought out the five other BTG equity partners, generating hundreds of millions in profits for those companies. Then, last December, ACS Group sold a 57 percent stake in BTG for $1.5 billion to Abertis, a company that is half owned by ACS Group. The move generated $200 million in capital gains, according to ACS Group’s 2023 annual report.

In an interview, Rosemary Batt, professor at the Cornell University School of Industrial and Labor Relations and author of Private Equity at Work: When Wall Street Manages Main Street, explained that ACS Group operated the tollway like most private equity firms operate any company: invest a scant amount, accumulate debts, and siphon as much profit as possible before getting out without assuming liability for the company’s long-term debt. 

“The debt is leveraged on the company, and then they try to recoup the money in about a five-year period,” Batt said, adding that private equity companies generally invest little to get a higher rate of return when they sell. “If I buy something for 100 million and then sell it later for 200, then my return on my own equity is two to one, right? But if I only put in 50 and then I sell it for 200, my reported return on equity is four to one.” 

Unlike public corporations which generally operate companies with about 70 percent equity and 30 percent debt, the ratios are typically reversed for private equity companies, Batt writes in her book. 

Batt said that ACS Group most likely bought and sold 288 tollway shares so it could return more earnings to shareholders within the typical five-year funding cycle. “It may be because they waited until year seven, a company might be more valuable and they would get higher returns, which would go to the investors. But if they need to sell something in year five, they sell it often to another private equity firm. So there’s a lot of horse trading that happens.”

Seemingly, months before the Texas Transportation Commission decided to initiate the process to terminate the tollway lease, ACS Group was already on its way out. At the end of 2023, ACS Group announced to its shareholders it would be selling off another 22 percent of its shares. 

The Spanish firm has constructed and operated more than 130 public-private infrastructure  projects worldwide since 1967. It took in a net profit of $867 million last year, and its largest market now is in North America. 

ACS Group did not respond to a request for comment for this story by publication time and has previously referred requests about the 288 tollway to BTG.

These days, private-public partnership tollways have fallen out of favor with Texans. The SH 288 tollway was the last from former Texas Governor Rick Perry’s initiative to build private tollways statewide. Others included the LBJ-635 Express Corridor, the North Tarrant Express, and State Highway 130 in Central Texas. 

GOP state Senator Robert Nichols told the Observer that TxDOT turned to leasing out public highways for private tollways when the state did not have enough revenues to build new roads. Now, the situation is different, he says. “Now that we’ve got money to build highways … we’re kind of getting away from that. We’re trying to get in a position where we can control that and have more reasonable rates.”

In 2013, Nichols carried a bill to limit the state toll road buyback price to a set amount based on the number of contract years elapsed instead of market rate. That bill became law; otherwise, TxDOT would be paying much more than $1.7 billion to buy back the 288 tollway today. 

TxDOT did not respond to the Observer’s question about whether the Texas Transportation Finance Corporation, newly formed to engage in the “acquisition, construction, maintenance, or operation of a toll facility,” will be buying back any other privately owned tollways around the state.