Scotiabank in $833 Million Municipal Energy Prepay Transaction

Cleary Gottlieb represented The Bank of Nova Scotia (Scotiabank), acting through its Houston branch, as funding recipient in Main Street Energy Inc.’s (Main Street) issuance of energy project revenue bonds, Series 2026A, through a structure that allows Main Street to prefund gas and electricity purchases and allows Scotiabank to obtain funding at attractive rates.

In connection with the bond offering, Scotiabank received a cash deposit in the amount of $833 million from Municipal Prepaid Energy 1 LLC (Energy Supplier), an entity wholly owned by Citigroup Inc., and issued a deposit note to Energy Supplier, pursuant to which Scotiabank is required to make monthly payments to Energy Supplier at a fixed interest rate.

The offering launched on June 4, 2026, priced on June 8, 2026, and closed on June 23, 2026.

Scotiabank is a leading bank in the Americas, helping its customers, their families and their communities achieve success through a broad range of advice, products, and services, including personal and commercial banking, wealth management, and private banking, corporate and investment banking, and capital markets.

Main Street is a nonprofit corporation organized under Georgia law. Main Street facilitates long-term supply transactions on behalf of the Municipal Gas Authority of Georgia.

The Cleary corporate team included partners David Gottlieb and Hugh Conroy and associate Stav Harel.