Three ESG Trends Impacting The Housing Sector

Back in 2014, Centrus worked with Cross Key Homes to secure the first Housing Association issued ‘Green Bond’. Since then, we have been pleasantly surprised at the rapid adoption of Environmental, Social and Governance (ESG) accredited and labelled financing in the market. Between early 2020 and mid 2021, the housing sector moved from nearly 100% non-labelled issuance to 100% ESG labelled issuance.


While it is not yet a prerequisite for funding, ESG has become increasingly baked into the ecosystem, both for issuers building this into their reporting standards, as well as on the lender and investor side of the equation where it’s becoming fundamental to the credit process.

At this year’s NHF Housing Finance Conference Centrus Co-founder, Phil Jenkins and Director Lawrence Gill addressed the impact of ESG on the funding landscape. Centrus were joined by Anne Costain, Executive Director of Finance at Stonewater, Brenden Sarsfield Chief Executive Office at Sustainability for Housing and Imran Mubeen, Head of Treasury at Bromford Housing Group.


Here are three key takeaways from their discussion:

1. The Rise of ESG Reporting

The most immediate trend has been the rapid adoption of the Sustainability Reporting Standard (SRS). Launched in 2020, the SRS is a voluntary reporting framework, covering 48 criteria across ESG considerations such as zero carbon targets, affordability, safety and resident voice. With over 100 organisations signed up already, the sector has made a great start in adopting ESG reporting, which many believe will become mandatory in the future.

The SRS allows housing providers to report their ESG performance in a transparent, clear and comparable way. Not only does this differentiate the issuer from their competitors, but makes it easier for lenders and investors to assess ESG performance, risks and pursue opportunities.

Beyond the SRS, the next step could be to consider impact reports from an accredited third party. This will allow HAs to quantify how much benefit their actions bring and demonstrate with more clarity how they are generating positive change for otherwise underserved stakeholders.


2. The move towards Sustainability-Linked Bonds in the Housing Sector

While a Sustainability Bond, otherwise known as a ‘use of proceeds bond’, involves proceeds being allocated to projects which further the UN’s Sustainability Development Goals (SDGs), a Sustainability-Linked Bond (SLB) has Key Performance Indicators (KPIs) embedded within it. These are specific social and environmental targets aligned both to your sustainability strategy and the SDGs.

Earlier this year, L&Q successfully completed the first Sustainability-Linked Bond in the housing sector. The £300m issue directly linked to the housing association achieving a set of targets around reducing operational carbon emissions, improving the energy efficiency of residents’ homes, and delivering new affordable homes.

As Housing Associations are in intrinsically tied to ESG due to their responsibilities within communities in which they work, this is a clear next step for the sector.


3. More ambitious KPIs and goals

As the use of ESG labelled finance and SLBs become more widely adopted, and the sector inevitably opens itself up to criticism and accusations of greenwashing, the next challenge will be to ensure that these KPIs are set appropriately, transparently and that targets are sufficiently ambitious.

Targets should be about additionality – delivering benefits over and above the borrower’s business-as-usual strategy.

Under The International Capital Market Association’s (ICMA) Sustainability Link-Bond Principles, KPIs should be:

  • Relevant to the issuer’s overall business, and of high strategic significance to the issuer’s current and/or future operations
  • Measurable or quantifiable on a consistent methodological basis
  • Externally Verifiable, and
  • Able to be benchmarked, as much as possible using an external reference or definitions to facilitate the assessment of the organisation’s level of ambition.

Please get in touch with a member of our team for more information.

SONIA clauses coming to town

A race against time this Christmas as the GBP LIBOR cessation date approaches

The writing has been on the wall for LIBOR since 2017 when Andrew Bailey as head of the FCA declared that it would cease to be published and the market should transition to other more robust reference interest rates. However, some corporate treasurers and their relationship banks are now in a race to ensure certainty for their legacy LIBOR-referencing loan and derivative facilities ahead of the GBP LIBOR cessation date on 31st December 2021.

Facilities with GBP LIBOR fixings after 31st December face an uncertain future. The FCA has introduced “synthetic LIBOR” to be used in many of these facilities until 31st December 2022 to prevent widespread market disruption caused by LIBOR cessation. However, relying on this quick fix may not be in a borrower’s interest and the position for these facilities beyond 2022 is unknown.

Our own experience working with clients is that the volume of work has presented issues for many of the banks. However, the majority of lenders do now have a clear strategy and set of documentation which is capable of being entered into with no or very limited negotiation, so the remaining issues are very much practical rather than strategic.

How do you ensure certainty for legacy LIBOR-referencing loan and derivative facilities?

Treasurers can mitigate this uncertainty by actively transitioning their facilities to reference another interest rate, such as SONIA, or by ensuring their documents have robust fallbacks. Centrus has worked with many corporates and investors to actively transition their portfolios ahead of the cessation date.

For many clients that has involved a limited number of counterparties and facility agreements, frequently fewer than half a dozen and limited to cash products (loans). But to give an example of a larger portfolio, we recently supported Mitchells & Butlers plc with the transition of its £1.6bn whole business securitisation platform and related derivatives.

This process included the consent solicitation for all noteholders across the structure and resulted in the successful transition of its GBP and USD Floating Rate Notes to SONIA and SOFR respectively.

In addition, we are working with other corporates across the regulated utilities, economic infrastructure and real estate sectors to transition their facilities at an operating entity level, including a vast portfolio of project companies managed by Equitix Limited.

If you are finding LIBOR transition to be the Nightmare Before Christmas, don’t hesitate to contact the Centrus team to see how we can support you and ensure that you have a Wonderful Christmastime.

Whitepaper: LIBOR – SONIA: Nuts & Bolts and Systems

There has been plenty written now on the LIBOR/SONIA transition and the methodology is becoming clear, albeit undoubtedly more complicated than originally envisaged. The purpose of this client briefing note is to offer some comments on calculation methodologies, discuss operational implications and explain how a treasury management system can help you through the transition. We also explain how the treasury management system we offer (titantreasury) can help from an operational perspective, for those clients where automation may be useful. 

This note has been prompted by the passage of time since our last paper on LIBOR (which has more on the historical context) but also by the announcement on 5th March 2021 by the Financial Conduct Authority on “future cessation and loss of representativeness of the LIBOR benchmarks”. The operative clause for many readers in the UK will be the statement:

“Immediately after 31 December 2021 …1-month, 3-month and 6-month sterling LIBOR settings will no longer be representative and representativeness will not be restored.”

This has two main effects in our view:

1) Confirmation that the policy remains on track. There are exceptions for USD LIBOR and likely to be provision to deal with genuine “tough legacy contracts” but for Sterling loans and derivatives the coffin has one fewer nail left not firmly hammered down.

2) It aligns with the framework set up by the International Swaps and Derivatives Association (“ISDA”) and it triggers the fixing of the Spread Adjustments which will apply for derivatives where parties have adopted the “ISDA Protocol”.

3) The Spread Adjustment for 3-month GBP LIBOR (for example) for relevant contracts is now set at 11.93 basis points. Corporates will often not be locked to these spread adjustments, even for derivatives, but they are gaining status as ‘benchmarks’.

Download our whitepaper to find out more…

If you’re interested in learning more, please do not contact gilles.bonlong@centrusadvisors.com

Webinar: UK’s Energy Transition – the move towards a hydrogen economy

Watch our Webinar

Green Hydrogen is seen as the next key step in generating heating for homes and fuel for transport. Whilst it has been talked about as the ‘fuel of the future’ since the 19th century, its promise is starting to be realised thanks to falling costs and scope for curbing emissions. The UK Government’s Energy White Paper sets out a picture of how we aim to achieve net zero emissions by 2050, but key questions remain…

  • Is there appropriate infrastructure for hydrogen as a fuel for transport?
  • How will hydrogen get to our homes?
  • Can hydrogen be produced cost effectively?
  • What is the UK govt doing to help and is this support fit for purpose?
  • Is this sector interesting for private finance?

Chaired by Terence Amako, head of M&A at Centrus, we have an exciting list of panellists helping us to answer these questions; joining us is John Morea, CEO at Scotia Gas Networks (SGN), David Surplus, Managing Director at B9 Energy, Martin Bradley, MD at Macquarie, and Thomas Studer, Technology & Innovation at Macquarie.

For more information, please contact terence.amako@centrusadvisors.com

LAUNCH: Sustainability Reporting Standard for Social Housing

Join us for the launch of the Sustainability Reporting Standard for Social Housing, an important development in unlocking the significant new private investment needed by the social housing sector.

The launch is the culmination of a 12 month process, initiated by the 17 sponsors and members of the ESG Social Housing Working Group and a consultation which has taken in the views of 250 organisations from across the social housing and financial sectors. We expect more than 60 housing associations, lenders and investors to commit being early adopters of the new Standard.

We’ve lined up some great speakers, including Bob Kerslake (Peabody), Harvey McGrath (Impact Investing Institute and Big Society Capital), Sarah Forster (The Good Economy), Phil Jenkins (Centrus), Paul Hackett (Optivo), Clare Miller (Clarion), Simon Century (LGIM), Natalie Elphicke (UK Parliament), and moderated by Merryn Somerset Webb (Moneyweek).

Please join us for what promises to be a lively and engaging discussion on the benefits of the new Standard.

REGISTER: Tuesday 10th November 2020 – 10.00am-11.00am GMT 

Our Panelists:

To learn more about how and why this initiative was started, visit www.ESGsocialhousing.co.uk.

Webinar: The AssetCore Debate

Watch the webinar

Registered Providers are under huge pressure to increase spend on fire safety measures and de-carbonisation, whilst simultaneously struggling to support vulnerable tenants, rent arrears and deliver new housing supply. Leading you through this veritable minefield, will be Julian Ashby and Simon Dow, Previous and Interim Chairs of The Social Housing Regulator, expertly held in line by Phil Jenkins, MD of Centrus.

This webinar covered:

  • What to do in a time of recession; sacrifice development with uncertainty about the cross subsidy model, or land bank?
  • Should you fill your boots with cheap fixed interest debt or worry about negative inflation and an unsustainable rent formula?
  • Are money in the bank and development opportunities a winning formula for attracting merger partners or is low debt per unit the honey trap?
  • Walking the tightrope between delivery and staying on the right side of the Regulator and the Credit Rating Agencies?

“Covid adds new dynamics to stress testing; but it has also illustrated new ways of doing business and new ways of engaging with residents.”

Julian Ashby, Chair – AssetCore

Click here for the AssetCore website

Webinar Overview- Capital Structuring Strategies through Economic Uncertainty

Webinar: Capital Structuring Strategies through Economic Uncertainty

The webinar on Capital Structuring Strategies through Economic Uncertainty took place on the 24th April with speakers Jason Murphy, Gavin Friel & Mark Taheny from the Centrus Ireland team.

Mark Taheny, Director of Centrus in Dublin provides a synopsis in the video below of what was covered in this webinar.

Watch the full webinar below.

For more information, please contact mark.taheny@centrusadvisors.com

Funding Strategies for RESS auctions

Funding strategy is critical to successful bids in the RESS auction

There is less than 3 months to the revised date for final submissions into the first RESS auction, so focus is now shifting to refining and finalising bid models in preparation for that main event. Funding strategy in relation to both debt structuring and hedging will be a key determinant in the final price bid and delivering on investor returns. There are a wide range of funders who have expressed their support to lend into the new RESS scheme but market uncertainty resulting from Covid-19 means that pricing and risk appetite may be subject to change over the pre-bid and implementation period. Centrus is working with developers and investors in refining the funding proposal that will underpin their final price bid submissions and enhance the delivery of same.

The auction timeline has moved

An important first deadline for RESS passed in the last week of April as qualification applications were submitted. Now that first step is out of the way and initial money has been put on the table in form of bid bonds, it is time for RESS hopefuls to focus on the main event, the auction submission.

Eirgrid recently released its revised timetable which showed limited slippage in the overall timetable given the uncertainty introduced by Covid-19, and includes the following revised dates for some key steps in the auction process. The source of this information from Eirgird can be found here:

Provisional results from the qualification process will be available in early June (9th) and with only a further seven weeks until the closing date of the auction submission at the end of July (28th), the real work on refining and finalising the details of auction bids needs to begin in earnest now.

Focus now on optimising the financing strategy

Bidders were required to submit a letter of commitment from finance providers (equity and/or debt funders) as part of the qualification package submitted in April. The level of commitment required to provide those letters was relatively low.

However, optimising the debt pricing and structure along with risk management of financial exposures (e.g. interest rates, inflation and foreign exchange over the implementation period and project life) will be key inputs into deciding the optimal price to bid into the auction. Therefore, there is a need to ensure that the proposed financing solution is optimised between now and July to produce auction bids that are as competitive as possible and remain viable for the period from auction submission to financial close.

In addition, deliverability of the proposed finance solution will be essential for achieving commercial operations and the flow of RESS funding within the timeframe assumed by bidders. Any unexpected credit / investor requirements or delays in getting the required due diligence to funders will result in delays to financial close and reduced RESS revenues with knock on impacts for investor returns.

Consider the wide range of options available

Our discussions with clients and the market reveal a range of debt solutions are under consideration, ranging from project finance on an individual project and portfolio basis, corporate balance sheet and in some instances short term / bridging facilities through the construction stage – with the appropriate debt structure being complemented with hedging solutions in respect to interest rates, inflation and foreign exchange in order to meet shareholders’ return and risk requirements.

Centrus works with the Irish and European banks who have been key funders of renewable projects in REFIT and all remain committed to continuing to support the sector under RESS. In addition, we have strong relationships with a range of bank and institutional funders from across Europe and beyond with experience of lending into renewable auction processes in the UK and Europe including established models for solar funding.  Many are keen to build on that expertise to support developers in the evolving RESS support market and are actively seeking opportunities to build relationships with clients in Ireland. Given the range of funding options available, bidders should undertake a detailed review of the pricing and structures on offer to ensure the best fit in terms of their bid model.

…But beware of Covid impacts other than just the auction timeline

However, it is important to note the context in which the auction bids are being prepared as Covid-19 not only impacts on construction programmes and supply chain logistics in the short term (e.g. pricing for solar panels are likely to be impacted by supply-demand dynamics and USD exchange rates while turbine pricing is more likely to be impacted by increased supply costs) but is also significantly changing the financing landscape.

To date funders continue to confirm their strong preference for lending into the green sector and indicative pricing (if given) has typically referenced pre-Covid levels from February as a baseline. However, as elsewhere in the banking sector, existing relationships and/or large developers with strong pipelines could be favoured over new/smaller clients and pricing will be reassessed when term sheet commitments are required. Based on a substantial widening in credit spread movements and market volatility over recent weeks, pricing today would show that loan margins have moved wider while changes in risk appetite will feed through to the range of funding structures being made available. In addition, market expectations for long term interest rates and inflation, energy market forecasts and USD exchange rates are all in flux as the impact of the pandemic is felt in Ireland and elsewhere. All these changes in inputs will need to be understood and factored appropriately into the bid price model.

The auction process requires that the financing solution underpinning the bid price is deliverable in terms of both pricing and the risk appetite of the funder over the approximate 12-18 months implementation period. Allowing funders the necessary time to get approvals for projects in the new RESS support regime in the context of increased and ongoing market uncertainty due to Covid-19 means engagement with a range of lenders to get the most competitive pricing and fully committed termsheets in advance of final bids needs to start now.

Crucial next steps for a successful bid price

Achieving the appropriate balance between being as competitive as possible in an auction process and delivering investors’ required returns in line with their risk appetite is always a difficult task. In  the context of the upcoming RESS auctions, this will be further complicated by (i) the need to develop a model that optimises the bid price into a “pay as bid” auction within the constraints of the RESS support structure (e.g. no inflation, zero floor in periods of negative pricing, etc.) and (ii) the Covid-19 context which is leading to concerns regarding the pricing and deliverability of funding solutions over the auction period as well as increased uncertainty around a range of key inputs from inflation to foreign exchange pricing, electricity market curves and the timing and costs of project delivery.

Understanding the full range of funding providers with an appetite to lend into the developing RESS market along with the debt structures and hedging solutions that can be deployed for risk management is a critical next step in the bid management process. Centrus is helping developers and investors in refining the funding proposal that will underpin their price bid submissions and enhance delivery of same through the following:

  • Financial strategy including optimisation of debt and equity structures
  • Debt funding options appraisal to ensure competitive pricing and deliverability
  • Negotiation of funding and commercial contracts alongside hedging strategy and benchmarking of debt and swap pricing
  • Interest rate and foreign exchange hedging to mitigate risks on capital costs and project returns

For further information please contact:

Jason Murphy: jason.murphy@centrusadvisors.com

Mark Taheny: mark.taheny@centrusadvisors.com

“Shared Ownership Right to Buy”: A Financing Perspective

Shared Ownership or Right to Buy?

The passing of the Conservative leadership baton (or rather the poisoned Brexit chalice) from Theresa May to Boris Johnson has perhaps brought with it a shift in emphasis back towards the traditional ideological safe ground of support for home ownership over rent. This was evident at the recent Conservative Party Conference, when the latest Housing Minister, Robert Jenrick, announced that housing association tenants will be given the right to buy 10% of their homes – on an automatic basis for new homes and under voluntary arrangements in relation to existing housing stock, the so called “Shared Ownership Right to Buy”.

The announcement unleashed the sort of response usually reserved for somewhat “on the hoof” policy statements which one can’t help but imagine must be dreamed up late one evening before the conference by special advisors writing ministerial speeches and seeking a punchy headline. It is also worth noting that the voluntary right-to-buy scheme explored by the Cameron administration has not really gained traction.

Commentators have highlighted the demand-side weaknesses of the idea, including:

1) Why would rational people voluntarily take on full repair and other leaseholder obligations for the upside of a 10% share in house price appreciation (see recent cases of leaseholder exposures to fire retrofitting costs)?

2) The cost of servicing the 10% mortgage – along with the rent on a shared ownership basis (2.75% on value?) – could easily exceed the 10% saving the resident would make on their (sub-market) rent – how many people is this likely to be relevant to?

3) The market for shared-ownership mortgages is already relatively thin – why would lenders bother for just 10% shares vs the usual minimum of 25% (although they could come under political pressure to support a Government Initiative)?

4) For people who can access and service a shared ownership property, why wouldn’t they just do so in the market?

Putting to one side the question of whether this presents an attractive proposition to housing association residents, it throws up complexities in relation to the debt funding model traditionally utilised by HAs. These include:

a. Lenders have, to varying degrees, pushed back on the inclusion of material amounts of shared ownership within security portfolios, partly because of uncertainty over underlying security value and the process of realisation under a default and partly as a result of the administrative burden associated with monitoring and removing from charge as staircasing increases.

b. The typical approach taken by bank lenders has been to cap the amount of shared ownership that borrowers can include within a security portfolio for a given loan. Institutional investors have been somewhat more relaxed but have still often sought to limit levels.

c. Again, ignoring the question of uptake, which we consider would be limited, in the event of this policy being implemented, all new build property would be subject to Shared Ownership Right to Buy which lenders would see as being an inherently less stable form of security than traditional social or affordable rented. This would likely lead to greater scrutiny of forecasts and stress tests around different stair-casing scenarios (as lenders seek to quantify a new business risk for HAs) as well as changing the way in which HAs might manage interest rate and refinancing risk. If borrowers considered there to be an inherent risk of higher stair-casing then this would likely reduce their appetite for large volumes of long-term fixed rate debt with expensive spens/modified spens type breakage costs, which appears potentially a move towards a riskier funding profile.

d. In return for more leeway on the inclusion of property exposed to stair-casing, banks may look to tighten up interest cover covenants and raise asset cover thresholds, particularly where shared ownership stock exceeds certain levels, or to shorten tenors on new funding even further.

e. Where HAs sought to enter into voluntary arrangements in respect of existing stock, which was already charged under previously arranged loan agreements, it is possible that this would trigger renegotiation of these loan agreements. Depending upon the commercial terms of these agreements, HAs may be exposed to a worsening of economic terms as well as covenants.

In summary, the proposed policy, which we believe to be limited in its appeal to HA residents, would create a number of uncertainties in relation to the existing debt financing model for HAs.

While we don’t believe it to be material in terms of the market’s willingness to extend credit to the housing sector, we do believe that it has the potential to increase actual and perceived risk on the part of lenders and therefore to increase pricing and tighten security and financial covenants, the combination of which could lead to reduced borrowing capacity and output. This does not mean that there is no merit to any form of the policy, but it does mean that it should be considered carefully and in a way, which is sensitive to the range of existing funding bases out there in the market.

Visit the Residential & Real Estate page to find out the wide range of services that Centrus provides to Housing Associations across the UK and Ireland.

For other perspectives on this same policy, visit other articles such as: Shared ownership Right to Buy: a gimmick that will not help tenants or landlords

This article was originally published by the Social Housing Magazine on the 16/10/2019.