Ohio Public Finance Quarterly

On March 4th, 2025, KeyBanc Capital Markets Inc. (KBCM) successfully closed on $1.7 billion of Senior Secured Credit Facilities (the Facilities) supporting Copia Power’s utility-scale solar plus energy storage project (Maricopa or the Project). The Facilities comprise a $1,416 million construction-to-term loan, a $90 million tax-credit bridge loan, and $204 million in letters of credit. Proceeds will be used to fund the Project’s construction costs. KBCM acted as Coordinating Lead Arranger, Joint Bookrunner, and Syndication Agent.

Maricopa is a 691 MWdc solar + 2,200 MWh energy storage project located in Maricopa County, Arizona, interconnecting to the Arizona Public Service owned Delaney Substation. The Project is being developed with tier-1 equipment and will be constructed in two phases beginning in Q1 2025. Maricopa is expected to reach full commercial operations in Q1 2027.

This represents the fourth transaction between Copia Power and KBCM.

Copia Power Overview
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 GW solar and energy storage pipeline, Copia’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 20+ GW development pipeline across the U.S. with an additional 1.5 GW of projects beginning construction in the last 12 months. KBCM advised Copia Power (f.k.a. Birch) on its platform investment from The Carlyle Group in March 2021.

On February 20, 2025, KeyBanc Capital Markets acted as Placement Agent on a $530 million asset-backed securitization (ABS) for Diversified Energy Company PLC (Diversified or the Company). This is Diversified’s tenth ABS transaction, holding it as the largest issuer of PDP securitizations. The ABS was oversubscribed at ~7x. The transaction is collateralized by conventional Appalachian assets.

Diversified (NYSE & LSE: DEC) is a leading independent energy company focused on natural gas and liquids production, transportation, marketing, and well retirement, primarily located within the Appalachian and Central regions of the United States. The Company’s strategy is to acquire existing long-life assets and to make investments in those assets to improve environmental and operational performance under a modern field management philosophy. Diversified’s target assets are characterized by multi-decade production profiles and low decline rates.

On February 19, 2025, KeyBanc Capital Markets acted as Joint Bookrunner on a $123.25 million Follow-On Offering for Diversified Energy Company PLC (Diversified or the Company). Total shares allotted in the offering were 8.5 million excluding overallotment, at an offering price of $14.50. Proceeds will be used repay a portion of the debt expected to be incurred in connection with Diversified’s pending acquisition of Maverick Natural Resources and for general corporate purposes.

Diversified (NYSE & LSE: DEC) is a leading independent energy company focused on natural gas and liquids production, transportation, marketing, and well retirement, primarily located within the Appalachian and Central regions of the United States. The Company’s strategy is to acquire existing long-life assets and to make investments in those assets to improve environmental and operational performance under a modern field management philosophy. Diversified’s target assets are characterized by multi-decade production profiles and low decline rates.

On February 11, 2025, KeyBanc Capital Markets was party to a successful closing and syndication of a debut $1 billion five-year Term Loan B (the TLB) for Hilcorp Energy I, LP (Hilcorp or the Company). Proceeds will be used to repay borrowings under the senior secured revolving credit facility, which has a borrowing base of $3.5 billion and elected commitments of $2.1 billion. The TLB is pari-passu with the senior secured revolving credit facility. In 2024, Hilcorp acquired: (i) Alaska assets for $1 billion on November 1, 2024, and (ii) Permian assets for $950 million on December 31, 2024. The Company has a pending acquisition in the Permian expected to close in 1Q25.

Founded in 1988 and based in Houston, Texas, Hilcorp is one of the largest independent exploration and production companies in the United States, with a strategic focus on conventional, mature, legacy oil and gas assets. Hilcorp operates assets across Alaska, New Mexico, Texas, Louisiana, Wyoming, and in the Utica in northeast Ohio and western Pennsylvania.

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

EmblemHealth has sold its wholly owned subsidiary, ConnectiCare, to Molina Healthcare (NYSE: MOH). The transaction enables Molina to add an established government business with a recognized brand, a statewide provider network and a new state, while EmblemHealth will use proceeds to focus on existing business lines. Cain Brothers was engaged as exclusive financial advisor because of its long-standing relationship with EmblemHealth as well as deep domain expertise in managed care. 

ConnectiCare is a leading health plan in Connecticut and has been dedicated to making the state a healthier place to live and work since its founding in 1981. ConnectiCare has a range of products and services for businesses, municipalities, and individuals, as well as those who are Medicare-eligible, and is the leading provider of individual health insurance in the state.

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 full 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.

Molina Healthcare, a FORTUNE 500 company, provides managed healthcare services under the Medicaid and Medicare programs and through the state insurance marketplaces.

KeyBanc Capital Markets (KBCM) successfully advised Ravelin Technology Ltd. (Ravelin), a leading AI-native enterprise fraud prevention technology platform, on its sale to Worldpay International Group Ltd. (Worldpay), a portfolio company of GTCR. The transaction is expected to close in Q1 2025.

Ravelin is a leading fraud prevention platform trusted by global brands to protect against the myriad threats posed by fraudsters. The company’s fraud prediction and prevention solutions identify payment fraud, account takeover, return and refund abuse, promotion and voucher abuse, and marketplace fraud. Ravelin also performs 3D-Secure identification. With a proven track record of delivering tangible results, Ravelin is committed to helping businesses thrive in an increasingly complex digital landscape.

Worldpay is an industry-leading payments technology and solutions company with unique capabilities to power omni-commerce around the globe. Its processing solutions allow businesses of all sizes to take, make, and manage payments in person and online from anywhere in the world. Annually, Worldpay processes more than 50 billion transactions in 146 countries and 135 currencies, helping its customers become more efficient, more secure, and more successful.

In February 2025, KeyBanc Capital Markets acted as Joint Bookrunner on Freedom Mortgage Holdings LLC’s (Freedom or the Company) offering of $650 million Senior Notes due 2032. Proceeds from the offerings will be used to pay down a portion of the KeyBank MSR facility and to pay related fees and expenses.

Freedom is a leading nationwide residential mortgage loan originator and servicer. The Company focuses primarily on originating and servicing Agency-eligible residential mortgage loans collateralized by one- to four-family homes throughout the U.S.

KeyBanc Capital Markets served as exclusive sell-side advisor to Renewable Properties on the sale of its 11 megawatt direct current (MW_DC) solar community solar portfolio to Nautilus Solar. The portfolio was composed of two late-stage community solar assets in Illinois. The transaction closed in January 2025.

Nautilus Solar Energy Overview
Nautilus Solar Energy is one of the largest providers of community solar in the U.S., providing cleaner energy to residential and commercial customers in local communities. Nautilus operates and manages more than 150 solar farms in 12 states and is responsible for financing, development, maintenance, and customer service for the lifetime of the project. Founded in 2006, Nautilus has helped shape the future of solar to provide an equitable and affordable renewable energy choice for all. Nautilus is owned by Power Sustainable, a wholly owned subsidiary of Power Corporation of Canada. Power Sustainable is a multi-platform alternative asset manager with a long-term investment approach focused on sustainable strategies.

Renewable Properties Overview
Founded in 2017, Renewable Properties specializes in developing and investing in small-scale utility, community solar, energy storage, and electric vehicle (EV) infrastructure projects throughout the U.S. Led by experienced renewable energy professionals with development and investment experience, Renewable Properties is active in 16 states and has more than 1.2 gigawatts (GW) of solar and energy storage under development with over 250 MW under construction or in operation. Renewable Properties works closely with communities, developers, landowners, utilities, and financial institutions looking to invest in solar energy systems.