Centrus advises on largest ever housing sector merger and debt restructure: Clarion


The merger of Affinity Sutton Group and Circle Housing Group into Clarion Housing Group represents the largest debt restructuring to take place in the housing sector to date, creating an organisation with c. 125,000 units, annual turnover of >£800m, operating surplus of c.£200m and a £4bn+ debt portfolio. This was delivered, with full lender consent, an attractive covenant package, and protection of flexibility around corporate activity. In addition, a simplified and clean corporate structure has been delivered with “numerical apportionment” used for loan security allowing a highly efficient security position. All of this was delivered whilst protecting substantial value across the combined treasury portfolio.

Centrus Solution

This outcome leveraged Centrus’ insightful support and intelligence at every stage in what was a highly complex process that assisted management to effectively negotiate and directly engage with lenders from a strong and informed position. The process drew in Centrus’s expertise across banking, debt capital markets, derivatives, accounting and financial modelling, demonstrating the breadth of interrelated issues that needed to be drawn together.

The process concluded with clear assurance to Circle and Affinity that the outcome was optimised and fit for purpose; Centrus worked closely with operational management, including presentation at boards and various committees to ensure this outcome was secured.

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