Higher Education Finance Quarterly

On January 8, 2025, KeyBanc Capital Markets (KBCM) successfully advised Gluware, Inc. (Gluware), on its acquisition by Cuadrilla Capital, LLC (Cuadrilla Capital). KBCM was engaged as the Exclusive Financial Advisor because of its industry leading infrastructure software sector expertise and strong M&A capabilities.

Gluware powers the world’s most complex enterprise networks with enterprise-grade, intent-based, multi-vendor, intelligent network automation — ready out-of-the-box or as a unifying developer platform. The leading choice of the Global 2000, Gluware’s self-operating and auto-remediating platform handles millions of network changes simultaneously, flawlessly, and in minutes, saving businesses significant time and resources. Gluware is the only turnkey, intelligent network automation software platform for NetOps and NetDevOps that automates enterprise networks in as little as 30 days.

Cuadrilla is a leading enterprise software investment firm founded in 2021 with over $500 million in assets under management. Cuadrilla partners with exceptional SaaS companies with strong product-market fit and significant strategic value to drive accelerated growth and long-term success. The firm is headquartered in Santa Barbara, California.

On January 2, 2025, KeyBanc Capital Markets (KBCM) successfully advised Air Temp Holding, LLC (Air Temp), a portfolio company of Anvil Capital Partners (Anvil), on its sale to PremiStar, LLC (PremiStar), a portfolio company of Partners Group. KBCM served as Air Temp’s Exclusive Sell-Side Advisor based on its industry-leading Industrial & Business Services practice, longstanding relationship with Anvil, and proven M&A execution capabilities.

Founded in 2001, Air Temp is one of the largest independent commercial HVAC, plumbing, and mechanical service providers in the Northeastern U.S. Air Temp offers service, maintenance, retrofits, controls, and energy efficient solutions to longstanding customers primarily serving the education, municipal, manufacturing, and healthcare end markets.

Anvil is a Boston-based private equity firm that invests in manufacturing and service companies based in the Northeastern U.S. Anvil specializes in acquiring established micro-market companies with identifiable potential for outsized value creation.

Founded in 1930 as Reedy Industries, PremiStar is a leading provider of commercial HVAC, plumbing, and building controls services. PremiStar provides industry-leading solutions from 50 strategically located branches in 14 states, with a network of 1,700+ field technicians who service more than 14,000 customers across the U.S.

Partners Group is a global private equity firm with a North America headquarters in Broomfield, Colorado. The firm has ~$149 billion in assets under management and has invested over $221 billion across private equity, private credit, infrastructure, royalties, and real estate strategies.

Cain Brothers, a division of KeyBanc Capital Markets, served as exclusive financial advisor to Theoria Management in its new platform partnership with Amulet Capital Partners.

Theoria Management retained Cain Brothers based on its experience in primary and post-acute care, expertise in value-based care, and relationships with the relevant investors. Cain Brothers, along with the Company’s founder, designed and executed a targeted process to find the ideal partner to help the Company deliver on its long-term vision. This successful process continues Cain Brothers’ strong track record of representing founder-led businesses in partnering with private equity firms.

Theoria Management is a tech-enabled management service organization supporting a comprehensive medical group practice dedicated to serving patients across the care continuum with an emphasis on post-acute care and primary care. Theoria serves facilities across the United States with a multitude of services to improve the quality of care delivered, refine facility processes, and enhance critical clinical relationships. Theoria’s affiliated medical groups offer a broad scope of services including multispecialty physician services, telemedicine, chronic care management, and remote patient monitoring.

Amulet Capital Partners is a middle-market private equity investment firm based in Greenwich, Connecticut, and Walnut Creek, California, focused exclusively on the healthcare sector. Amulet seeks to achieve long-term capital appreciation through privately negotiated investments in healthcare companies, focusing on those segments it believes have the most attractive long-term fundamentals. Amulet currently manages approximately $2.7 billion in assets and is investing out of its third fund, which was oversubscribed and closed in July 2024 with approximately $1.2 billion in capital commitments.

Cain Brothers, a division of KeyBanc Capital Markets, served as exclusive financial advisor to Indiana University Health.

IU Health has sold its health plan to Elevance Health Inc. (NYSE: ELV), with transaction proceeds enabling IU Health to focus on its core health system and serve the health and wellness needs of the Indiana community. The sale strengthens Elevance’s presence in Indiana and improves access to high-quality care. This transaction also further enhances the robust relationship between IU Health and Elevance. The transaction closed on December 31, 2024.

Indiana University Health, headquartered in Indianapolis, is a leading network in the state of Indiana offering top-tier primary and specialty care. IU Health Plans is an established managed care plan known for its local brand, community involvement, high-touch customer service, and extensive product offerings. It offers Medicare Advantage plans in 36 counties to 19,000 members and fully insured commercial plans to 12,000 members.

Headquartered in Indianapolis, Elevance Health offers an extensive portfolio of health benefits through its various health plans, including Medicare and Medicaid plans. Leveraging their broad network of associates and a strategic focus on care provider enablement and digital solutions, Elevance Health continues to be recognized as a leader for its consumer-centered health system for more than 37 million members nationally.

On December 6, 2024, KeyBanc Capital Markets (KBCM) successfully closed the syndication of a $125 million Senior Secured Credit Facility for Michael Baker International, LLC (“Michael Baker” or the “Company”), a portfolio company of DC Capital Partners (DC Capital). The $125 million Incremental First Lien Term Loan is interchangeable with the existing portion, and proceeds were used to support the acquisition of AstreaX, Inc. and fund cash to the balance sheet. KBCM served as Joint Lead Arranger and Joint Bookrunner on the transaction.

Headquartered in Pittsburgh, Pennsylvania, Michael Baker is a leading provider of engineering and consulting services and has been solving some of the world’s most complex infrastructure challenges for more than 80 years, with a legacy of expertise, experience, innovation, and integrity. The Company’s services include design, planning, architectural, environmental, and program management. Michael Baker’s clients include U.S. federal, state, and municipal governments, as well as large corporations.

Founded in 2019 and headquartered in Phoenix, Arizona, AstreaX is a leading provider of software development and implementation services for government modernization technologies, with expertise in SaaS, digital identity, enterprise systems, and consumer portal solutions for state departments of motor vehicles.

Founded in 2007, DC Capital Partners is a middle market private equity firm with offices in Alexandria, Virginia, and West Palm Beach, Florida. DC Capital makes control equity investments in middle market companies that provide differentiated and innovative services and solutions in the Government and Engineering markets.

KeyBank Community Development Lending & Investment provided $31.4 million in capital for the new construction of Clarkston Family Haven, a 72-unit affordable housing project in Clarkston, Washington. Seventy units will serve families and individuals earning no more than 30% – 60% of area median income (AMI), with 35 units set aside for those who have or are experiencing homelessness.

Supportive services for residents will include integrated case management to assist in stabilizing housing, income, behavioral health, and addressing addiction issues as well as onsite peer support and mental health counselors. We want to thank Horizon Housing Development and Catholic Housing Services of Eastern Washington for their sponsorship and shared mission to build much-needed affordable housing in Washington. 

The financing includes a $12.1 million construction loan and $19.3 million in Low-Income Housing Tax Credit (LIHTC) equity.

KeyBank Community Development Lending & Investment provided $17.5 million in capital for the new construction of Owens Adair II, a 50-unit senior affordable housing project in Astoria, Oregon. Thirty-seven units will serve senior citizens earning no more than 40% – 50% of the area median income (AMI) and 13 units will be permanent supportive housing for seniors who have or are experiencing homelessness.

Supportive services will be offered to residents and will include assistance accessing basic needs such as food, clothing, personal care, health services, and employment programs. Additional services will be provided for those experiencing homelessness and will include access to furniture, bedding, cleaning, and kitchen items, peer support for mental health and addiction services, assistance with applications for housing vouchers and mainstream benefits, and navigation and advocacy with healthcare providers. We want to thank the Northwest Oregon Housing Authority and Community Development Partners for their sponsorship and shared mission to build much-needed affordable housing in Oregon. 

The financing includes a $17.5 million construction loan.

KeyBank Community Development Lending & Investment provided $66.5 million in capital to acquire and rehabilitate The Cesera, a 204-unit senior affordable housing project in Garland, Texas. The community is owned and managed by Dominium, a leading national developer, owner, and manager of affordable housing. All 204 units will serve senior citizens earning no more than 40% – 60% of the area median income (AMI).

Supportive services will be offered to residents and will include adult education programs, health screenings and immunizations, counseling programs, computer education, and recreational activities. We want to thank Dominium and Garland Housing Finance Corporation for their sponsorship and shared mission to preserve much-needed affordable housing in Texas.

The financing includes a $20.1 million construction loan, $23.1 million in LIHTC equity, and a $23.3 million Fannie M.TEB permanent loan.

Cain Brothers, a division of KeyBanc Capital Markets, served as exclusive financial advisor to AdventHealth in its pending acquisition of ShorePoint Health Port Charlotte and certain assets of ShorePoint Health Punta Gorda from affiliates of Community Health Systems, Inc. (NYSE: CYH).

AdventHealth signed a definitive agreement to purchase 254-bed ShorePoint Health — Port Charlotte and certain assets of ShorePoint Health — Punta Gorda from affiliates of Community Health Systems, Inc. for $265 million. Based north of Fort Myers, Florida, ShorePoint Health also includes related businesses, such as physician clinic operations and outpatient services. The transaction is expected to close in the first quarter of 2025, subject to regulatory approvals and closing conditions.

AdventHealth is a connected system of care for every stage of life and health. A shared vision, common values, focus on whole-person health, and commitment to making communities healthier unify the system's hospital campuses in diverse regions throughout nine states. AdventHealth owns or manages 50 hospitals in nine states with reported consolidated revenues of $18.9 billion for the past 12 months ending September 30, 2024.

Community Health Systems, Inc. owns or leases 69 affiliated hospitals in 15 states, with more than 11,000 beds, and operates more than 1,000 sites of care, including physician practices, urgent care centers, freestanding emergency departments, occupational medicine clinics, imaging centers, cancer centers, and ambulatory surgery centers. CHS reported consolidated revenues of $12.6 billion for the past twelve months ending September 30, 2024.

Cain Brothers, a division of KeyBanc Capital Markets, served as exclusive financial advisor to EmblemHealth in the sale of its subsidiary, WellSpark, to Vitality.

Cain Brothers was engaged by EmblemHealth to sell its wholly owned subsidiary, WellSpark, because of its long-standing relationship and employer health expertise. On November 19, Vitality announced the acquisition of WellSpark and its intention to integrate WellSpark’s coaching solutions, offering Vitality’s employer and health plan clients access to a range of new services and additional tools to support their health and well-being. 

WellSpark is a health coaching company and digital platform that provides wellness solutions to employers as part of their benefits offerings. Since its beginning in 2013, the company has helped its members live healthier and more fulfilling lives by providing human-to-human support, intervening early for chronic condition management, and breaking biopsychosocial barriers that prevent its members from making lasting change.

EmblemHealth is one of the nation’s largest nonprofit health insurers, with more than 3 million members and an 80-year legacy of serving New York’s communities. The company offers a range of commercial and government-sponsored health plans to employers, individuals, and families, as well as convenient community resources. As a market leader in value-based care, EmblemHealth partners with top providers and hospitals to deliver quality, affordable care.

Guided by a core purpose of making people healthier, Vitality is the leader in improving health to unlock outcomes that matter. By blending industry-leading smart tech, data, AI, incentives, and behavioral science, Vitality inspires healthy changes in individuals and organizations. As one of the largest health and well-being companies in the world, Vitality brings a dynamic and diverse perspective through successful partnerships with the most forward-thinking insurers and employers.

More than 35 million people in 41 markets globally engage in the Vitality program.

On November 1, 2024, KeyBanc Capital Markets Inc. (KBCM) successfully closed on $1.23 billion in Senior Secured Credit Facilities to support Copia Power’s Centennial Flats utility-scale solar plus energy storage project. The financing includes a $898 million construction-to-term loan, a $257 million tax-credit bridge loan, and $74 million in letters of credit. Proceeds will be used to fund the project’s construction costs. KBCM acted as Coordinating Lead Arranger.

Centennial Flats is a 675 megawatt direct current (MW_DC)  solar + 1,068 megawatt hour (MWh) energy storage project in La Paz County, Arizona, and will interconnect to the California ISO-market. Developed with tier-1 equipment, Centennial Flats will be constructed in three phases beginning in Q4 2024, with commercial operations expected in Q3 2026. The project is expected to create more than 400 jobs during construction.     

This represents the third transaction between Copia Power and KBCM.

About Copia Power
Copia Power is a renewable energy infrastructure platform launched by The Carlyle Group (NASDAQ: CG) in March 2021. Created with the acquisition of Tenaska’s 6 gigawatt (GW) solar and energy storage pipeline, Copia Power's goal is to become a leading, integrated energy transition platform specializing in developing, owning, and operating giga-scale projects in select U.S. markets. The company is led by industry veterans with extensive shared experience in developing, commercializing, constructing, and operating more than 10 GW of renewable energy projects. Since its launch, Copia Power has built a robust 18+ GW development pipeline across the U.S. with an additional 1.5 GW of projects beginning construction in the past 12 months.

On November 6, 2024, KeyBanc Capital Markets (KBCM) successfully closed on a Senior Secured Credit Facility of up to $60 million, comprised solely of a construction-to-term loan facility. The proceeds will be used to fund projects associated with RPC Power, LLC, a joint venture between Riley Exploration Permian, Inc. and Conduit Power, LLC. RPC Power was formed in 2023 to construct, own and operate power generation assets. KBCM served as Coordinating Lead Arranger, Sole Bookrunner, Administrative Agent and Collateral Agent on the transaction.

RPC Power's initial scope was to use Riley Permian’s produced natural gas for a 20MW portfolio of generation assets which provide power for a portion of Riley’s operations in Yoakum County, Texas. RPC Power expanded its scope in 2024 to allow for the generation and sale of dispatchable power and related services to ERCOT, with plans for an additional 100MW of generation and battery energy storage systems across multiple facilities in West Texas.

Conduit Power, LLC provides customized full-service solutions to help commercial and industrial customers lower power procurement costs and improve the uptime and reliability of delivered power. Conduit's offering includes turnkey design, procurement, and construction of electrical infrastructure, ongoing operations and maintenance of equipment, power procurement and brokerage, and asset financing. Conduit's dispatchable power reduces its customers’ carbon footprint while enabling further integration of additional renewable generation into their systems. Conduit is actively developing multiple 100-200+ MW combined thermal generation and battery storage portfolios as well as behind-the-meter solutions.

Riley Permian (NYSE:REPX) is a growth-oriented energy company with operations in Texas and New Mexico. Riley focuses on applying modern horizontal drilling and completions techniques to oil-saturated and liquids-rich formations. Additionally, Riley invests in infrastructure projects such as electric power that it believes can optimize its operations and diversify its revenue mix.

Founded in 2013, Grey Rock is a private equity firm based in Dallas, Texas. Grey Rock invests across the energy value chain with private equity funds focusing on investments in natural resources, carbon capture, industrial electrification, and power optimization. Conduit represents one of Grey Rock’s first investments in its Net Zero Opportunities Fund.