Firms To Watch: Social housing: finance

The investment funds team at Cadwalader, Wickersham & Taft LLP advises managers and investors in the social housing sector on all aspects of investment funds, from structuring and establishment to marketing and operation. The practice has a particular focus on affordable housing solutions, social supported housing, shared ownership housing, and residential care facilities.

Firms in the Spotlight Social housing: finance

Ronald Fletcher Baker LLP

Ronald Fletcher Baker attracts a diverse client base from financial institutions, high-net-worth individuals and substantial freehold corporate investors, as a result of which the firm has considerable expertise acting for corporate investors based in the BVI, Bahamas, Mauritius, Seychelles, Turkey and Isle of Man. This department also acts for sellers and buyers, and buy-to-let investors, …

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Social housing: finance in London

Addleshaw Goddard

Lee Shankland-Gort has led the expansion of the housing finance practice at Addleshaw Goddard to form a new social, sustainable, and green finance team that is praised as ‘really strong and market-leading’. The market-leading practice has an established reputation advising funders and investors, including new entrants to the social housing sector, on matters ranging from finance and property security to debt capital markets. The department assists clients with all aspects of funding, offering advice on debt financing, refinancing, and restructuring; Helen Hunter advised Lloyds as a funder of Swan Housing Association’s merger with Sanctuary Housing Association. Jennie Chilton heads the strong social housing finance property security team, acting exclusively for funders and security trustees. The firm is leading the way on sustainability-linked loans in the sector, advising Barclays on its first green loan to a housing association. Beth Collett leads the debt capital markets group on secured sustainability bonds, with Steve Mackie handling significant debt transactions. Nick Barlow is a lead partner on many of the firm’s transactions, having advised funders in the sector for over 29 years. Tom McHugh left the firm in January 2023.

Practice head(s):

Lee Shankland-Gort


Other key lawyers:

Nick Barlow; Steve Mackie; Jennie Chilton; Beth Collett; Helen Hunter; Geoff McGinley


Testimonials

‘I have worked with Steve Mackie and Helen Hunter over the years.  They are both easy to work with and experts in the field.  I appreciate the insights they share about the market and they role they have in facilitating transactions.’

‘Steve Mackie has a wealth of experience and expertise that is invaluable.’

‘Jennie Chilton concisely delivers the key commercial risks out of technical legal issues.’

‘The people and the knowledge are second-to-none. The attention to detail and level of advice they provide is seamless.’

‘Sector leading firm and individuals. Addleshaws goes above and beyond in terms of adding value, not just to individual transactions, but also the ongoing relationship.’

‘Lee Shankland-Gort is the pre-eminent partner in the sector and leadings a fantastic team at Addleshaws. Geoff McGinley is great to work with, always adding value and enhancing the overall relationship.’

‘A really strong and market-leading team with very strong expertise in social housing finance. A very strong bench of highly experienced legal professionals and sustainability expertise.’

‘Steve Mackie is reliable, exceptionally efficient and pragmatic. Helen Hunter is personable, detailed and a fantastic lawyer. Beth Collett is the market-leading debt capital markets lawyer for social housing clients. She is meticulous in her advice and pragmatic in terms of reaching commercial and considered solutions for all parties. Jenny Chilton on the property charging side is a huge asset to the firm and always delivers!’

Key clients

Barclays Bank


The Royal Bank of Scotland


National Westminster Bank


Santander


Lloyds


Clydesdale Bank


HSBC Bank UK


MUFG


National Australia Bank


Nationwide Building Society


ARA Venn


Work highlights


  • Acted for eleven funders on the transition of existing financing arrangements with London & Quadrant Housing Trust into sustainability-linked loans.
  • Advised for eleven funders and M&G Trustee Company Limited as bond trustee and security trustee on the merger of Optivo and Southern Housing Group and the refinance of a £2.3bn existing loan, ISDA documentation, and associated property security work.
  • Acted for NatWest Structured Finance as Document Co-ordinator and Joint ESG Co-ordinator with Barclays Bank on the new £900m eight funder syndicated unsecured facility to Places for People Treasury.

Devonshires Solicitors LLP

Devonshires Solicitors LLP’s social housing team frequently acts for registered providers in a range of finance-related matters, including debt finance, bond issues, and ESG loans. The practice predominately acts for borrowers in transactional matters, although the team saw an increase of activity on the lender side in 2022, in addition to a growing number of for-profit housing associations in its client roster. Julian Barker is head of the banking and capital markets team, and is praised for his ‘exceptional knowledge and connections in the sector‘; Barker specialises in finance for both for-profit and not-for-profit registered providers. Sharon Kirkham is head of the securitisation team, and advises clients on the property aspects of securitisation. Alice Overton takes a leading role in the firm’s consumer credit matters, counting a large number of registered providers in her client roster. The group assists clients on a national basis, with Gary Grigor and Chris Drabble heading the Leeds office and advising on a number of the team’s key matters. The firm has also seen recent expansion, with a new office opened in Birmingham in March 2022, and Rachel Orgill-Harris, the ‘exceptional‘ Natalie Swales, and Carlos Fernandes all promoted to partner in April 2023.

Practice head(s):

Julian Barker; Gary Grigor; Sharon Kirkham; Chris Drabble


Other key lawyers:

Saghar Roya; Alice Overton; Natalie Swales; Rachel Orgill-Harris; Carlos Fernandes; Sara Snook; Carolyn Thomas; Andrew Cowan


Testimonials

‘Natalie Swales was exceptional and showed amazing tenacity to get the transaction over the line by what ended up being a very tight deadline. Gary Grigor was always supportive, as was Chris Drabble. I would recommend this team to everyone.’

‘Julian Barker has exceptional knowledge and connections in the sector, a very pragmatic approach to challenges, and a willingness to quickly give his first thoughts without prevaricating.’

‘Sara Snook is an engaged property charging solicitor who is a delight to work with and always willing to ‘go the extra mile.’

‘Carolyn Thomas is an experienced banking solicitor who gives realistic advice, secures good outcomes, and is willing to explore novel approaches rather than following the default.’

‘Jonathan Jarvis is personable, professional, and knowledgeable.’

‘Rachel Orgill-Harris delivers superb quality work with responsive turnaround times.’

‘Never come across anyone like Sharon Kirkham; she is always available no matter what. She remembers everything from every charging exercise she’s worked on. She is an absolute expert, and we can trust her completely.’

‘Carlos Fernandes has been exceptional during the most stressful times – they really do their utmost to help out and get transactions completed.’

Key clients

Clanmil Housing Association Limited


The Riverside Group Limited


Onward Homes Limited


Cheshire Peaks & Plains Housing Trust Limited


Southern Housing


Cross Keys Homes Limited


Pobl Group Limited


GreenSquareAccord Limited


Hexagon Housing Association Limited


Saxon Weald


London & Quadrant Housing Trust


Worthing Homes Limited


Gentoo Group Limited


Work highlights


  • Acted for Optivo and Southern Housing Group Limited in the banking and security aspects of their amalgamation, which completed on 16 December 2022 to form Southern Housing, a new 77,000-home registered provider.
  • Advised Gentoo on the refinance of £360m of its legacy funding by way of a 40-year £110m private placement and £350m bank facilities provided by NatWest, ABN AMRO, and HSBC.
  • Advised GreenSquareAccord on its debut £400m sustainability bond and supported GreenSquareAccord on signing and closing.

Trowers & Hamlins LLP

Trowers & Hamlins LLP boasts a large team of finance lawyers, chaired by Adrian Carter, dedicated to the housing sector. The social housing finance practice advises on a wide range of loan facilities and other debt capital market arrangements. The team handles sector-significant transactions, including the Peabody and Catalyst merger, on which Eleanor James led. With an established reputation as a borrower firm, the team is broadening its lender-based practice and acts for key lenders, institutional and equity investors, and security trustees. Melanie Comer heads up the national real estate finance security team alongside Katie Dyer, who leads the London and Birmingham teams, advising for-profit registered providers on their property portfolios. The firm is a go-to for new entrants into the social housing finance sector, and the team has experience in the formation of for-profit registered providers. Green, social, and sustainable finance is another key focus area for the practice; the team acted on some of the first green private placements in the sector, led by Naomi Roper. The team’s national reach is solidified by Neil Waller, head of the Manchester-based finance practice, who specialises in housing finance and financing transactions for local authorities. Simon Valner was promoted to partner in July 2023.

Practice head(s):

Adrian Carter; Melanie Comer; Katie Dyer; Neil Waller


Other key lawyers:

Naomi Roper; Eleanor James; Simon Valner; Rishi Sarin; Jasna Djurisic; Jane Kirkham; Nicola Almond; Victoria Dennell; Eddie O’Hanrahan


Testimonials

‘We have always received a high-quality service from them – they are professional, their work is diligent and thorough, and they understand us as an organisation.’

‘We have greatly valued the services of a number of individuals at the firm for their responsiveness and their attention to detail.’

‘Individuals that we have worked very closely with recently that have provided us with a great service include Neil Waller and Jane Kirkham in respect of loan documentation and Nicola Almond and Victoria Dennell, in respect of property charging.’

‘Very responsive. Excellent depth of knowledge.’

‘Friendly, responsive, and handled succession well.’

‘Strong commercial approach.’

‘They take time to understand client objectives and do not overplay risk.’

‘Eleanor James has excellent transaction advice. Eddie O’Hanrahan is an excellent account manager with an ability to identify the right advisors quickly.’

Key clients

Jigsaw Homes Group


Network Homes Limited


Peabody Trust


Man Group Plc


Catalyst Housing Group


Vivid Homes


bLEND Funding Plc


The Housing Finance Corporation Limited


Irwell Valley Housing Association Limited


Origin Housing Limited


Sovereign Housing Association Limited


Cottsway Housing Association


Paradigm Housing


Bromford Housing Group


The Guinness Partnership Limited


Raven Housing Trust


Work highlights


  • Advised the Catalyst and Peabody groups on the financing aspects of their merger.
  • Advised Man Group on a £50 million financing consisting of innovative development and investment facilities, including facilities to For Profit Registered Provider Habitare Homes Limited.
  • Advised Vivid Housing on the establishment of its £2bn medium term note programme.

Anthony Collins Solicitors LLP

The funding and finance team at Anthony Collins Solicitors LLP is led by Natalie Singh, who has extensive experience in social housing finance. From its office in Birmingham, the team acts primarily for borrowers on a national scale, advising housing associations such as East Midlands Housing Group and Saffron Housing Trust. The firm was also the first to advise on a public bond issuance by a Welsh registered social landlord. The practice offers support with capital markets, joint ventures, and group refinancing and restructuring, with a specialist property charging team. Ranjit Bassey leads the property securitisation team, acting on the housing finance aspects of mandates, including private placements and public bond issues. At the associate level, Michael Nutman and Adriana Klincova are taking on lead roles within the team. Jon Coane left the firm in February 2023.

Practice head(s):

Natalie Singh


Other key lawyers:

Ranjit Bassey; Adriana Klincova; Michael Nutman; Samesh Khamb


Testimonials

‘The team are very responsive and very experienced. Requests are turned around very quickly and problems are sorted with minimum fuss. They give us a great deal of confidence in dealing with complex areas.’

‘Michael Nutman is excellent. He is calm, explains issues well, clearly knows his stuff, and gets things done quickly.’

‘Samesh Khamb is excellent and supports our in-house team very well.’

‘A strong team in terms of knowledge and experience, and responsive to queries and requests with clear timelines and updates. The approach is pro-active and flexible, with reminders or check-ins on things we should be doing or considering, and prepared to work with us to find solutions.’

‘Natalie Singh and Michael Nutman have a good level of knowledge of us as their client and documents or agreements, leading to fast responses. They are able to quickly refer to key points in our documents and issues or implications and also have a good understanding of what is happening in the sector and are able to advise on when to push negotiations.’

Clear and simple advice.’

Key clients

Broadland Housing Association Limited


Citizen Housing Group Limited


EMH Group


Livv Housing Group


Raven Housing Trust Limited


Saffron Housing Trust Limited


Housing Plus Group Finance Limited


ClywdAlyn Housing Limited


Nottingham Community Housing Association Limited


Lincolnshire Housing Partnership Limited


Work highlights


  • Advised Citizen Housing Group on the amendment and restatement of its existing £53m term loan and revolving credit facility provided by National Westminster Bank Plc.
  • Advised EMH Group on a £150m tap of its existing £200m 4.5% bonds due 2044, together with the subsequent forward sale/purchase of £50m of the aforesaid new retained bonds.
  • Advised Raven on a restructure of its funding portfolio which included the amendment and restatement of existing term loans and revolving credit facilities.

Bevan Brittan LLP

The social housing team at Bevan Brittan LLP handles the full range of housing finance work, from private placements to public bond issues. The group advises a number of social housing associations on loans to joint ventures and on development finance for a variety of schemes, as well as advising on the funding of local authorities investing and lending into housing. In 2022, the team was reappointed to a number of legal panels, such as Network Homes. Practice head Louise Leaver has a strong background assisting both borrowers and lenders with secured and unsecured loans, as well as capital market transactions and innovative funding initiatives. Wendy Wilks leads the social housing team in London and, alongside Jessica Church, further supports the practice through the security taking practice, which acts for funders on security charging projects regarding loan agreements and security reorganisations and releases.

Practice head(s):

Louise Leaver


Other key lawyers:

Wendy Wilks; Jessica Church; David Moore; Deborah Rowntree; Louise Mookerjee; Sarah Greenhalgh


Testimonials

‘Their knowledge and expertise of the sector is amazing. The advice provided each time is appreciated.’

‘Wendy Wilks, Louise Leaver and Deborah Rowntree are recommended.’

‘The practice is particularly adept at providing a service that acts as if it is a 1-2-1 relationship while having a larger firm experience and capability behind it.’

‘Jessica Church is personable, professional, and highly responsive. Combined, that gives us absolute confidence in her abilities.’

‘Wendy Wilks is focused on client relationships while providing a highly professional, high-quality service.’

‘Good, very knowledgeable, and approachable team with a broad coverage of specialisms that support work in the social housing sector. They provide useful and informative briefings via newsletters and blogs.’

‘Sarah Greenhalgh has provided excellent support and expertise through a recent merger and due diligence exercise.’

Key clients

ForViva Group


54North


Network Homes


Places for People Group


Settle Group


Silva Housing Limited


Southern Housing Group


Sovereign Housing


Together Housing Group


VIVID Homes


ARA Venn


Saltaire Housing


M&G Investment Management Limited


M&G Trustee Company Limited


The Housing Finance Corporation Limited


Affordable Housing Finance Plc


bLEND Funding Plc


Charity Bank


Reliance Bank


Saxon Weald


Work highlights


  • Advising ForHousing Limited on the strategic charging of a portfolio of 5,000 properties and advising on the related refinancing of two facilities with Barclays and RBS, and a new £60m funding transaction with bLEND.
  • Advising M&G Investment Management Limited as structuring agent on behalf of the investors on a £20m private placement to Islington & Shoreditch Housing Association Limited.
  • Advising Silva on the negotiation and agreement of a new secured £28m, 30-year loan facility from ARA Venn.

Pinsent Masons LLP

The social housing finance practice at Pinsent Masons LLP has experienced steady growth in 2022, taking on new clients and expanding the team; Tom McHugh was a ‘brilliant addition‘, joining the firm from Addleshaw Goddard in January 2023. Sarah Whitty leads the full-service practice, with over 20 years’ experience advising lenders in the sector. The group specialises in assisting funders with loan financing, development finance, and private placements, as well as public bonds. Alexis Hayworth leads the debt capital markets side of the team and has a strong background in social housing bond finance. The firm sits on the Homes England panel, providing advice on national joint ventures, equity investment, and the provision of funding facilities. The team has made considerable headway regarding sustainability-linked lending, a growing area within the sector. Associate Sophie Al-Mahdawie assists the team on a wide range of social housing finance transactions in both the public and private spheres.

Practice head(s):

Sarah Whitty


Other key lawyers:

Alexis Hayworth; Tom McHugh; Seána Donaghy; Sophie Al-Mahdawie; Rebecca Jason


Testimonials

‘The social housing finance team are a strong team with market-leading sector knowledge. It is able to advise on a broad range of social housing finance and the team is growing to ensure strength in depth.’

‘The team at Pinsents is good to work alongside and is open, transparent, and collaborative.’

‘Sarah Whitty is a very strong partner lead of the team and extremely knowledgeable – firm but fair.’

Key clients

NatWest Markets Plc


The Royal Bank of Scotland plc


Natwest Bank plc


HSBC Bank plc


Nationwide Building Society


Lloyds Bank plc


Scottish Widows


LGIM Commercial Lending Limited


M&G Investments


European Investment Bank


Danske Bank


ABN AMRO NV


Santander


First Abu Dhabi Bank P.J.S.C.


Sumitomo Mitsui Banking Corporation Europe Limited


Homes England


Allied Irish Bank


Dexia Credit Locale


Royal Bank of Canada


M&G Trustee Company Limited


Law Debenture


Work highlights


  • Advised NatWest Markets Plc and Banco Santander, S.A. as joint bookrunners and M&G Trustee Company Limited as bond trustee and security trustee on a £250m debut public listed secured sustainability bond issued by Hexagon Housing Association Limited..
  • Advising a syndicate of five lenders on the refinancing of £355m loan facilities made available to Aster Communities in conjunction with advising a UK investment bank, MUFG, a UK Clearing Bank as dealers, and M&G Trustee Company Limited as note trustee and security trustee on an update of Aster Group’s EMTN Programme.
  • Advised four lenders on refinancings to Paragon Asra Housing Group totalling £325m, including documenting new sustainability linked facilities.

Clarke Willmott LLP

Clarke Willmott LLP has a specialist team of commercial property and banking lawyers who focus on social housing finance. The group advises a number of funders in the social housing sector, acting in a variety of funding arrangements and development funding. The team acts for both borrowers and lenders, and took on new clients in 2022, including Tai Caron on the borrower side. Both practice head Vicky Kells and Fraser MacRae specialise in the social housing finance sector and bring knowledge of the Welsh market to the firm. The securitisation team provides further support, handling property charging and due diligence for stock transfers. Senior associate Charlotte Lord is taking a lead role in the team’s work for Metropolitan Thames Valley.

Practice head(s):

Vicky Kells; Lindsay Felstead


Other key lawyers:

Fraser MacRae; Bethan Evans; Charlotte Lord


Testimonials

‘Good, close team with a significant amount of expertise.’

‘Very knowledgeable in their field of expertise.’

‘Good client portal, and a partner or another team member has always been available during transactions.’

‘Vicky Kells has been great in charging exercises; she has regular catch-ups and gets the job done.’

Key clients

Silva Homes


Southern Housing


Optivo


Metropolitan Thames Valley


Notting Hill Genesis


Triodos Bank UK Limited


Principality Building Society


Handelsbanken


RHA Wales Group


Hafod Housing Association


Melin Homes


Taff Housing


United Welsh Housing Association Limited


Cardiff Community Housing Association


Tai Tarian


Tai Calon


Caredig


Cadwyn Housing Association


Work highlights


  • Advised Silva Homes on its £100m private placement.
  • Advising Southern Housing on a new £150m facility with NatWest.
  • Advising Principality Building Society on a £50m loan to Pobl and a £26m loan to Caredig.

Clifford Chance LLP

The social housing finance team at Clifford Chance LLP, co-led by highly experienced senior associate Angela Shepherd, specialises in advising funders and investors within the sector, counting a number of high-profile banks and security trustees among its clients. The group advises on complex transactions, including loan facilities, property charging work, private placements, synthetic securitisations, and structuring and restructuring facilities. Practice co-head Paul Deakins leads on the team’s social housing bond and capital markets transactions. The firm has developed a niche expertise regarding new entrants to the sector, advising new debt funders and equity investors.

Practice head(s):

Paul Deakins; Angela Shepherd


Other key lawyers:

Bruce Kahl


Testimonials

‘The team has the knowledge and capability to tackle the most advanced and complex issues that pertain to the social housing sector. This includes bond issues, SPV’s, and mergers.’

‘Angela Shepherd has been engaged with the sector for many, many years and has a strong reputation for delivery on schedule despite the complexity of the transaction.’

Key clients

Barclays Bank


Situs Asset Management Limited


Getin Noble Bank


European Investment Bank


M&G Trustee Company Limited


NatWest Markets


Deutsche Bank AG London


Morgan Stanley & Co International plc


Royal Bank of Canada


HSBC Bank plc


Work highlights


  • Advised the Joint Lead Managers on the issue by Places for People on £300m 2.5% Guaranteed Sustainability Notes due 2036.
  • Advised a consortium of investment banks on a high-value senior revolving development credit facility to a group of registered providers.
  • Advised Getin Noble Bank on a synthetic securitisation.

Winckworth Sherwood

Winckworth Sherwood LLP’s social housing finance practice covers all types of debt funding, including bank loans, private placements, and bonds. Practice head Lucy Grimwood specialises in social housing finance with experience in sustainable finance, and is leading the firm’s increased focus on ESG as it relates to registered providers; the team is assisting registered providers with sustainable finance frameworks and advising on sustainability-linked finance. The group has demonstrable experience in the provision of unsecured facilities, a growing area for both the firm and the sector more widely, and Ruby Giblin advises on innovative rent-to-buy projects. Both the housing finance team and the charging team, headed by Jill O’Reilly, have considerable experience acting for both funders and borrowers, and senior associate Rosanagh Herries is leading the team in advising key banking clients. Patricia Umunna has over 23 years’ experience in all types of lending and made the move to consultant in April 2023. Louise Forrest left the team in December 2022.

Practice head(s):

Lucy Grimwood


Other key lawyers:

Ruby Giblin; Jill O’Reilly; Rosanagh Herries; Patricia Umunna


Testimonials

‘Very helpful and knowledgeable – they go above and beyond.’

‘It is always a pleasure working with Ruby Giblin and Rosanagh Herries’.

‘Great team to work with: professional, knowledgeable, and efficient.’

‘I’ve worked closely with Jill O’Reilly on security charging, security releases, and various title issues and investigations. She is professional at all times, knowledgeable, helpful, and always endeavours to meet tight deadlines.’

The team offers sound, prompt advice, but makes sure it matches well to our organisation – they demonstrate real interest in the business.’

‘They clearly spend time researching social housing and the issues we all face, and are proactive in hosting seminars and workshops and offering advice.’

‘Jill O’Reilly and Lucy Grimwood both demonstrate strong knowledge of their specialist area and how it works well for us. They are reliable, responsive, supportive when required, and proactive in advising with good attention to detail. We enjoy working with them.’

Key clients

Peabody


Clarion Housing Association Limited


M&G Trustee Company Limited


Longhurst Group


HALA


Trident


Metropolitan Housing Trust


Soho Housing Association


B3 Living


Tower Hamlets Community Housing


Spitalfields Housing Association


Hightown Housing Association


Harrow Churches Housing Association


MUFG


First Abu Dhabi Bank


Lloyds Bank plc


Metro Bank


Notting Hill Genesis


M&G Investment Management Limited


Vivid Housing


A2 Dominion


London & Quadrant


BPHA


Network Homes


Hyde


Work highlights


  • Advising Longhurst Group on its £100m retained further bonds issuance, which completed in March 2022, and the new outstanding amount of the bond is £350m.
  • Advising First Abu Dhabi Bank on a £50m unsecured revolving facility to PA Housing.
  • Acted for M&G Trustees as Note Trustee in respect of a £200m US private placement.