19. Case Study (Part 4) Flashcards

(142 cards)

1
Q

Did you run your development appraisal on a cashflow model?

A
  • No – I used a standard development appraisal, which provides a snapshot in time.
  • It calculates costs and revenues without modelling when cash is actually spent or received.
  • The borrower provided both a cashflow model and a standard development appraisal.
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2
Q

What are the limitations of your development appraisal approach?

A
  • The standard appraisal is a static model – it doesn’t reflect the time value of money or timing of cashflows.
  • Sensitive to input assumptions: GDV, build cost, contingency, finance rate; Small changes can have a material impact on profit.
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3
Q

What is the difference between a residual valuation and development appraisal?

A

A development appraisal is a financial tool used to assess the viability of a scheme, based on the developer’s inputs, with developer profit usually being the output.

A residual valuation is a valuation method used to estimate a site’s value, applying market-level inputs and assumptions at the valuation date.

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4
Q

Show me your development appraisal:

A
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5
Q

Can you run me through your development appraisal of the scheme ?

A
  • The development appraisal uses the same GDV and NDV as the residual valuation, with an NDV of £130.7 million.
  • From this, total project costs of £109M were deducted which included:
    o Actual total land acquisition costs (£17.89M)
    o Preplanning costs
    o Build cost, contingency, FFE,
    o Planning obligation fees
    o Professional fees
    o DM fees
    o Finance cost
  • Resulted in dev profit of £20.72M – 18.84% Profit on cost
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6
Q

Why was your development appraisal different to the residual?

A

The key inputs resulted in a difference between my development appraisal and residual appraisal are:
1. Land purchased Pre-planning at below MV (£16.17m)
2. Pre planning costs £3m
3. DM fees
4. Finance cost recalculated even though same rate 9.0% and same programme timeline

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7
Q

Show me the Borrowers development appraisal:

A
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8
Q

Why was your development appraisal different to the Borrower?

A

My development appraisal differs from the borrowers due to three key assumptions:
* Different GDV and NDV due to different rent assumptions: £2,013 vs £2,073
* Higher contingency: I assumed 10%, the borrower assumed 7.5%
* Higher finance cost: I used 9% on 100% of costs, they used 7.5%, assuming lower WACC

These led to a lower profit in my appraisal — £20.7m (18.84% POC) vs their £30.9m (29.49%).

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9
Q

Show me the loan terms

A
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10
Q

What was the net loan?

A

£12.36M

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11
Q

What was the gross loan?

A

£14.58M

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12
Q

What was the monthly and annual interest rate?

A

0.92% - monthly
11.04% - annual

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13
Q

What was the loan term?

A

16 months

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14
Q

What was the loan IRR?

A

13.20%

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15
Q

What is the difference between debt and equity?

A

Debt: Borrowed money from a lender (e.g. from a bank), usually on an interest rate. Lower risk, higher on the capital stack so repaid before equity. Can be senior, mezzanine, or junior.

Equity: Investor capital, subordinated to debt, meaning it gets paid last or ‘first loss’. It carries the highest risk, but potentially the highest return. Returns are variable and can be negative.

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16
Q

What is a bridging loan?

A

A short-term loan used to cover a temporary funding gap, typically during an acquisition or while awaiting long-term financing or asset disposal (stabilisation).

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17
Q

Rationale for bridge to development loan? Given fees to bridge why not straight to development loan?

A
  • Gradual step down in debt costs
  • The borrower wouldn’t have been able to secure a development loan at the time as they needed to achieve certain milestones first, such as Gateway 2 approval & appoint contractor
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18
Q

How do you ‘balance’ loans terms between too detailed and not detailed enough?

A
  • Clarity over complexity—enough detail to avoid disputes and align parties, but not so much to delay deals.
  • Present HoTs with key financial terms (loan amount, interest, fees, term).
  • Provide separate policy sheet for drawdown conditions, events of default, and security.
  • Tailor detail to deal size, risk, and complexity.
  • Avoid legal provisions in HoTs that may change—leave to legal counsel (e.g., enforcement mechanics).
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19
Q

What are the benefits of having HoTs?

A
  • Sets out key commercial terms upfront.
  • Helps manage expectations and reduce the risk of disputes.
  • Saves time and legal costs.
  • Provides a clear basis for drafting the facility agreement.
  • Promotes transparency and integrity of displaying fees, in line with RICS Rule of Conduct 1.
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20
Q

Why was your arrangement fee so low at 0.5%

A
  • Borrower paid arrangement and admin fees upfront; interest retained by lender.
  • Borrower negotiated lower fee in exchange for higher interest rate to reduce their upfront cost.
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21
Q

What specific parts were you transparent about?

A
  • I also explained that in bridging finance, it’s standard for the arrangement fee to be charged on the gross loan (not the net loan) and made the borrower aware of this.
  • I made it clear to the borrower that they would be invoiced directly for all third-party costs, such as valuation and legal fees.
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22
Q

Was there an over term fee?

A

Yes – 2.50% of gross loan unless mutual extension agreed

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23
Q

Was there an early repayment fee?

A

No – 0.00%

This is because it actually improves our IRR if they repay early – as admin fee charged on gross loan and interest is retained.

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24
Q

What is the difference between the gross and net loan?

A
  • Gross loan = net loan + retained interest + arrangement fee + admin fee.
  • (Borrower paid broker fees directly).
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25
Who was the broker and how involved were they?
* Mantra Capital. * Frequent direct communication with Mitheridge; borrower paid broker directly.
26
What are the other types of interest treatment?
* Serviced – borrower pays interest monthly/quarterly during the loan * Retained – interest is deducted from loan proceeds at the start * Rolled and Compounded – interest accrues and is paid at the end (capitalised)
27
How does retained interest effect IRR?
* Interest retained upfront improves IRR due to time value of money. * Less common in debt industry but beneficial on cashflow basis. * Accounting treatment.
28
Why did you extend the loan term?
Contingency—time needed for Stage 3 & 4 design, Gateway 2 approval, contractor appointment.
29
What is equity release?
Borrower taking money they had already invested in cash out of the scheme by borrowing against a higher MV achieved by planning gains.
30
Why did you maintain the gross loan despite the red book valuation being higher?
* Red book value was higher at £27.2M * Retained loan amount for caution; loan level had already been agreed.
31
How does higher red book valuation impact the LTV?
Decreased to 52% gross LTV (£28m Red Book)
32
What is a debenture?
* A security document giving the lender rights over non-property assets * May include cash, receivables, contracts, shares, etc. * Often used where borrower is a corporate SPV Two types: * Fixed charge – specific, identifiable assets * Floating charge – general assets (e.g., stock, receivables) Enables lender to appoint a receiver on default
33
What is a share charge?
* A security interest over the shares of a company (typically an SPV) * Gives the lender control over the company if the borrower defaults * Allows lender to take control of the borrower’s entity without a property transfer. * Common in development or structured finance
34
What are soft vs hard defaults, and why are borrower cure rights important?
* Soft default: Breach of covenant that can be corrected or waived. * Hard default: Serious breach that may trigger enforcement. * Cure rights: Allow the borrower to remedy a breach before lenders enforce security, reducing risk of immediate enforcement.
35
What is Conditions Precedent?
Requirements that must be met before loan funds are drawn E.g. title check, valuation, insurance, KYC, legal opinions
36
What is Conditions Subsequent?
Ongoing obligations after drawdown of the loan e.g. delivery of final documents, updated reports, or planning consents
37
What is Default?
When a term of the facility agreement has been breached.
38
What is an admin fee?
Fee charged to cover administrative costs of loan servicing.
39
What is an arrangement fee?
Fee charged for setting up the loan facility.
40
How would you enforce default if required?
Appoint a receiver to take control of assets. (No personal experience with enforcement).
41
How do arrangement fees/ admin fees contribute to returns?
They provide upfront cash inflow on day 1, improving lender’s IRR.
42
What do you mean by refinance ‘high interest’ loan?
Replacing the existing loan with a higher interest rate (16.7%) with ours at a lower rate (11.04%).
43
What was the borrower’s Weighted average cost of capital (WACC?)
* I didn’t have visibility of the borrower’s exact WACC. * The borrower was a value-add development fund (MOF II), so I would expect their target return on equity to be in excess of 15%. * Their cost of debt on this loan was 11.04%, which forms part of the WACC. * However, WACC is based on the proportion and cost of both debt and equity, and as I didn’t have full information on their equity cost, I could not calculate this.
44
What was the loan’s monthly interest / the limited income from the leases?
£114k They were receiving £60k a year from leases but with mutual 2 month rolling break – made assumption of no income.
45
What issues with a lender stepping-in to a development?
* Depends on timing — risk and complexity vary significantly depending on whether the scheme is pre-construction or mid-build. * In this case (pre-construction), we could look to sell the site quickly at auction and offer large discount to valuation. * Receiver fees are often substantial and can erode recoveries. If stepping in mid-construction, issues include: * Finding and appointing a new contractor (time-consuming and costly). * Unknowns around incomplete works and potential cost overruns. * Potential claims or defects inherited from original works. * Limited buyer pool for large or complex development sites * Requires specialist expertise.
46
What is a first charge?
Primary security interest over an asset; lender paid first in event of default. Typically, a senior lender.
47
What is a second charge?
Secondary security interest ranks below first charge. Typically, mezzanine debt.
48
What is the capital stack?
The capital stack shows the ranking of different sources of capital in terms of repayment priority. Gets paid out in the following order: * Senior debt * Mezzanine debt * Preferred equity * Common equity
49
What is subordination?
Subordination means that the financial liability will be ranked lower than the more senior one. In case of bankruptcy or non-sufficient cash flow, the priority of payment is typically given to operating liabilities first, then senior debt, junior or mezzanine debt and equity.
50
What is mezzanine debt or junior debt?
Mezzanine is second-ranking debt, sitting between senior debt and equity. It is riskier than senior debt but offers a higher return. It may be secured (second charge) or unsecured. Highest LTV tranche.
51
Could the borrowe secure mezzanine finance?
No – the borrower was required to sign a negative pledge, preventing them from granting any further liens, charges, or security over the property, asset, or SPV. This protected our position as lender.
52
What loan structure was this?
A Bilateral loan - A simple loan between one lender and one borrower.
53
What were the key legal documents signed?
1. Facility Agreement – Main loan contract between lender and borrower setting out the loan terms and conditions. 3. Share Charge Transfer Form – Security over the borrower’s shares in the SPV; stock transfer form pre-signed so lender can take control if default occurs. 4. Debenture – Creates fixed and floating charges over all borrower’s SPV’s assets as security for the loan. 5. Personal Guarantee – Direct guarantee from Mitheridge’s UBO to repay 10% of GDV if borrower defaults.
54
What key documents weren’t required?
Intercreditor Deed – Governs the relationship between multiple lenders (senior, mezzanine, junior)
55
What were the main due diligence documents?
* Red Book Valuation for secured lending purposes * Construction cost report * Report on Title * Building Insurance * KYC/AML Documents * S106 reviewed by solicitors Reliance on: * Asbestos survey * GEA Contamination report * Savills Contamination report * Right of Lights report
56
What is a Facility Agreement?
A legal contract between lender and borrower detailing the terms of the loan.
57
What does a Facility Agreement include?
1. Details loan amount and purpose (purchase, development, refinance) 2. Loan term and repayment terms (monthly, interest-only, bullet repayment) 3. Interest rate and fees (arrangement, commitment, exit fees) 4. Security provided (usually first charge on property) 5. Representations & warranties from borrower 6. Financial and operational covenants (e.g., LTV, insurance) 7. Conditions precedent before drawdown (title, valuation, insurance) 8. Events of default and lender remedies 9. Drawdown procedures 10. Insurance requirements and lender as loss payee 11. Transferability clauses 12. Communication and termination rules
58
What does a subordination deed include?
1. Repayment Restrictions: Junior lenders can’t get paid until senior debts are cleared. 2. Standstill Periods: Junior lenders hold off on enforcement during defaults. 3. Security Ranking: Senior lenders have priority over assets.
59
How many CPs and CSs were in the facility agreement?
26 Conditions Precedent 1 Condition Subsequent CP include: * Executed Facility Agreement and Security Documents * Subordination Deed * Director certificates in lender’s standard form * Title Report, Valuation Report, Planning Report (Savills), Insurance Report * Reliance on surveys * Full KYC/AML documentation and financial due diligence * Last 3 months of original bank statements * Structure chart * Evidence of repayment plan – 5 indicative refinance offers CS include evidence sufficient fundraise by month 13.
60
What were the financial covenants in the facility agreement?
* The Borrower must ensure that the Loan to Value does not, at any time exceed 60%. * The Security Agent may request an updated Valuation Report at any time and expense borrower
61
What were some of the events of default in the facility agreement?
14 Events of Default listed, Include: * Missed Payment: The borrower fails to pay any amount when it’s due. * Wrong Information: Any important statement or promise made by the borrower or related parties turns out to be false or misleading. * Failure to Comply: The borrower breaks the rules of the agreement and doesn’t fix it within the given time. * Serious Financial Trouble: The borrower becomes insolvent, unable to pay debts, or goes into bankruptcy. * Legal Seizure: A legal claim or seizure is made on the borrower’s assets and not resolved within 21 days. * Appointment of Administrator or Receiver: Someone is appointed to take control of the borrower’s assets due to financial distress. * Winding Up or Liquidation: Steps are taken to close down or liquidate the borrower’s business, unless it’s an approved restructuring. * Change of Control: The ownership of the borrower changes without the lender’s approval. * Material Harm: Any event occurs that could seriously damage the borrower’s financial health or ability to repay.
62
What is a negative pledge?
A negative pledge clause essentially obligates the borrower to refrain from granting any security interests, liens, or encumbrances on specified assets to any other creditor without the lender's prior written consent.
63
What is a lien?
A legal right to an asset or property Right to take possession of a property belonging to another person until a debt is discharged.
64
What is a Report on Title?
A Report on Title confirms the legal ownership and highlights any legal claims, restrictions or risks on the property title for the lender. Produced by a solicitor.
65
What actions were taken by the lawyers?
Due Diligence & Searches * Property Searches – Standard checks: title, local authority, water, environmental, highways. * Bankruptcy Searches – Ensure no insolvency issues with directors/guarantors. * OS1 Search – Locks in lender’s priority at Land Registry before registration. Review of Key Agreements & Compliance * S106, S38, S278 Agreements – Checked planning and highway obligations. * JR Indemnity Policy – Covers risk of planning permission being overturned. * Planning/Building Regs Compliance – Confirmed valid consents, EPCs, CIL compliance. Security & Registration Work * e-AP1 – Registers lender’s charge electronically. * RX1 – Restriction on title: stops borrower acting without lender OK. * CH2 – Registers legal charge/mortgage with Land Registry. * DS1/Deed of Release – Discharges existing charges on title (if needed). Document Drafting * Facility Agreement – Main loan terms: amount, interest, repayment, covenants, defaults. * Debenture – Fixed & floating charges over borrower’s assets. * Share Charge – Security over SPV shares (so lender can step in if default).
66
What is a financial model?
Abstract representation of an investment opportunity.
67
What is the relevant RICS guidance for financial modelling?
Practice Information – Cash Flow Forecasting (July 2024) Practice Information – Discounted Cash Flow Valuations (November 2023)
68
What is the Time value of money?
Concept that £1 today is worth more than £1 tomorrow
69
What is the difference between NPV and IRR?
* Present value of all future cashflows on an investment project. How much the investment is worth in today’s money. * Internal Rate of Return (IRR) is the discount rate that makes the NPV equal to zero.
70
What financial models do you use/build?
1. Loan Model (Excel): Used an existing template to analyse loan-level IRR, LTV, and LTC. 2. Residual Valuation Model (Excel): Built from scratch to assess land value. Included sensitivity analysis. 3. Development Appraisal (Excel): Built a bespoke residual style model using borrower inputs (e.g. phasing, revenue, costs, finance).
71
What were your key inputs and outputs the loan model?
Inputs: Loan term, interest treatment, LTV, Land MV, interest rate, fees, drawdown schedule, repayment structure, Outputs: Loan level IRR, Gross Loan, Net Loan
72
What were your key inputs and outputs for the residual valuation model?
Key Inputs: GDV, (NDV after purchaser and sale costs) build costs, professional fees, planning obligations, finance costs, developer’s profit Output: Residual land value
73
What were your key inputs and outputs for the development appraisal model?
Key Inputs: GDV, (NDV after purchaser and sale costs), land purchaser costs, pre-planning costs, build costs, professional fees, planning obligations, finance costs Output: Developer’s profit (usually expressed as % of cost and GDV)
74
How did you measure returns and assess risk?
Returns: * Calculated loan level IRR, NPV, (Fund Level IRR – on Fund model, did not use) Risk: * Loan model: LTV, LTC, LTPp ratios * Residual model: Single-variable sensitivity analysis (e.g. GDV ±10%, build cost ±10%) to see impact on land value and loan security
75
What is and why do you use a sensitivity analysis?
To assess variability of outputs to changes in inputs. Helps assess risk and stress-test assumptions.
76
What is the breakeven point in sensitivity analysis?
The breakeven point is where a change in a key input variable causes the Market Value (MV) to adjust so that the Loan-to-Value (LTV) ratio hits 100%.
77
What are the limitations of single variable sensitivity analysis?
* Assumes only one variable changes at a time, ignoring combined effects of multiple variables moving together * Ignores correlations between variables and external market factors * Risks underestimating total exposure in real-world interconnected risks * Can give false confidence if used without scenario analysis
78
Any other way you could have assessed risk?
Multi variability sensitivity analysis Scenario analysis: Adjusts multiple variables in a 1) downside 2) base and 3) upside scenario. Probability analysis / Monte Carlo simulation: Models thousands of potential outcomes based on probability distributions of inputs
79
What did you include in your financial model, what made it good?
1. Use friendly – if colleague needed to pick it up in the future 2. Comments included to explain anything not clear / sources of hardcodes 3. Colour coding: * Blue: Hardcoded input cells * Black: Formulas/calculations * Red (brackets): Negative values 4. Logical structure: Clear separation between inputs, calcs, and outputs 5. No hardcoding in the cashflow 6. Total column at the start of the cashflow for easy checks 7. Build in checks (true or false)
80
How is IRR calculated? And what formula do you use on excel?
Discount rate so that all future cashflows equal an NPV of 0, using Excel. ‘XIRR formula’
81
Why is IRR used as a proxy for total return?
IRR is a strong proxy for Total Return because it incorporates both income and capital appreciation while accounting for the time value of money.
82
When might IRR differ from Total Return?
* If debt is used, the IRR can be amplified compared to the unleveraged Total Return. * IRR assumes cash flows are reinvested at the IRR itself, which may not always be realistic.
83
Show me your sensitivity analysis:
84
What three inputs did you sensitise?
1. Build cost (5% increments) 2. Co Living Cap rate (25 bps moves) 3. Co-Living rent (2.5% moves)
85
Which input variable is most sensitive?
% change from base to hit breakpoint * Rent (-6%) — most sensitive * Cap Rate (+8.9%) — second most sensitive * Build Cost (+15.5%) — least sensitive
86
How would you define ‘risk’?
* Risk is the possibility of an event or circumstance occurring that could adversely affect the achievement of objectives. * In this case objective was full loan redemption within loan term. * You can have market and property-specific risks
87
What lending risks were harder to measure/ unquantifiable?
* Changes in market sentiment or economic conditions affecting lender interest. * Regulatory shifts: such as delays in Gateway 2 approvals or potential new regulation around co-living. International workers etc. * Borrower success fundraising
88
What framework did you use to assess likelihood and impact of each risk?
Used a Risk Assessment Matrix: * Risk Explained * Likelihood: Low, medium, high * Impact: Low, medium, high SWOT is a diagnostic tool that could help identify the risks in the first place.
89
What were your two key issues/ risks identified:
1. Uncertainty over the Borrower’s ability to fund the required equity for a refinance exit. 2. Uncertainty over the Borrower’s ability to secure development finance given their lack of experience developing and operating co-living assets.
90
What other risks did you identify other than the two you ran through?
* Flood Risk: Low likelihood, mitigated by approved flood defences and planning conditions. * Build Cost Increase: Rising costs from inflation, supply chain issues and reduced labour could impact budgets. * Rent Decrease: Market shifts may reduce rental income and affect loan repayment. * BSA Delays: New building safety rules and levies could delay construction and add costs. * Competition: Nearby projects may reduce demand and pressure rents.
91
Who were the lenders providing development finance HoTs?
* Cain International * Maslow * ICG
92
What are the key milestones that need to be achieved for a refinance?
1. Gateway 2 approval 2. RIBA Stage 3 & 4 3. Appoint a contractor 4. Raise required equity investment 5. Discharge pre commencement planning conditions (demolition plan)
93
What were the development loans high level HoTs?
* Interest rate: 1 Month Sonia + 4.20% - 5.05% * Sponsor equity ahead of first drawdown: c.£30M - £38M * Loan quantum, lower of: - LTC (total dev cost): Varied from 65% - 75% - LTGDV : Varied 55% - 62.50% * Term: 30-36 months + extensions
94
If the developer had to sell the site with planning, what method of sale would they consider?
Private Treaty * Most common for sites with planning. * Allows flexibility, negotiation, and due diligence. * Can target specific buyers (e.g. co-living operators, institutional investors). * Helps maximise value and realise planning uplift. Informal Tender * Structured but flexible—offers invited by a set deadline. * Encourages competitive bidding. * Suitable if developer wants a quicker sale while still maximising value. * Reduces holding costs and debt erosion. Auction * Less likely for a developer aiming to maximise uplift. * May be used by a lender if enforcing the loan to achieve a fast, certain sale.
95
Define forward funding?
Define forward funding? An investor agrees to buy the development site and fund construction in stages, with a pre-agreed price to purchase the completed property, usually at practical completion.
96
Which developer-operators had expressed interest to acquire the site?
Although we couldn’t formally test the market due to a signed NDA —and acknowledge that Halcyon had a vested interest in the scheme — they indicated that the DTZ Co-Living Fund, an institutional investor they work closely with, could be a potential acquirer.
97
Did you road test with another developer?
No, we didn’t, due to a signed NDA. Client confidentiality was key, and we were confident in the borrower’s ability to deliver the scheme.
98
How did you rule out declining the loan opportunity?
* It had full planning consent – no planning issues * Counterparty was strong * Flooding risk addressed * Was for legal purposes * No KYC/ AMIL red flags
99
Would you have proceeded if you couldn’t secure additional loan terms?
I would likely have proceeded without the Condition Subsequent requiring notification of a sufficient equity fundraise by month 13, and without the personal guarantee. The loan remains strong, with a conservative Loan-to-Value (LTV) ratio of 60%, supported by solid exit prospects. From my understanding, the company has never actually enforced the personal guarantee, it is as much to demonstrate borrower’s skin in the game. The Condition Subsequent mainly provides us with additional time, but as long as we maintain a good, transparent relationship with the borrower, we could uncover relevant information without this condition.
100
Why was deal flow in the market constrained?
* Overall: Low levels of construction/development starts across the market. * Why? Rise in interest rates – made debt more expensive, killing deal viability & * Rising build & labour costs – inflation in materials and wages pushed up construction costs. * Result: Fewer viable schemes – many developments no longer stacked up financially. * As a result, fewer lending opportunities – less demand for debt = reduced deal flow. * Overall market slowdown – developers sitting on the sidelines, waiting for conditions to improve.
101
Were you more likely to progress with the loan because of limited deal flow and deployment targets?
* Deal flow constraints ≠ reason to lend – didn’t compromise on credit quality. * Client objectives came first – focus was on delivering target return, not just deploying capital. * Target return relied on full loan redemption – couldn’t risk losses for the sake of activity. * Only progressed with suitable risk opportunities – each deal had to meet risk/return criteria. * Thorough due diligence remained key – regardless of how many opportunities were in the market. * Would not lend if risk unacceptable – even in a slow market.
102
Did you get any push back from the CC, if so, how did you convince them?
1. Asbestos Risk * CC concerned about asbestos, even though risk falls outside our loan term. * Confirmed sufficient demolition cost headroom (~£400,000 or £29/m²) to cover asbestos removal. * Acknowledged asbestos remains a risk for future finance providers and could affect our exit strategy, but within our loan term risk was low. 2. Rent Levels * CC questioned rent assumptions. * Provided evidence: 90% of units let at £1,970, aligned with market. * Units bigger than many local schemes. Compared to: o Local PRS rents over £2,500 (without gym, bills included). o Student schemes (e.g., Rockingham Street at £2,420 pcm, council tax exempt). * Valuer’s assessment thoroughly integrated. * Older demographic of renters than CC believed – 72% of residents are between 26 and 40. 3. Cap Rate / Yield * CC questioned if yield too sharp given recent Bank of England rate hold and debt at 4.75%. * Evidenced Wood lane (Forward fund) at 4.35%; Canary Wharf the Collective sold at 4.1% in 2022, Battersea, The Collective sold at 4.25%. Also, my director spoke to a number of PBSA deals at <4.5%. * Knight Frank Prime Yield Guide - London Co Living: 4.25% 4. Occupancy/ Fill rate of 50% and 30 units a month there after * Knight Frank, Co Living Sep 2024 report – said co Living schemes in London fill by an average of 80 units per month.
103
Did you have to sign an NDA and how did you abide by Rules of Conduct?
* Yes, both my director and I signed an NDA before receiving the initial information memorandum. * In line with RICS Professional Standard CoI 2017 – maintained confidentiality of Confidential Information unless disclosure is required or permitted by law. * Adhered to Rule of Conduct 1: Honest / Act with Integrity.
104
Were there any ethical considerations around the personal guarantee?
* Personal guarantees can create undue pressure on individuals. * Must comply with RICS Rule of Conduct 1 – Act with Honesty and Integrity. * Ensure the guarantor fully understands the extent and implications of the personal guarantee. * Transparency is key: provide clear information and confirm the guarantee is voluntary and informed. * Consider the guarantor’s commercial astuteness and financial capacity – in this case commercially astute high net worth individual.
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Can you give me example of how you demonstrated adherence to RICS Rules of Conduct 1
* Rule 1: Honest, Transparent, Act with Integrity * Clearly explained arrangement fee is % of gross loan, not net. * Fully disclosed all associated fees upfront.
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Can you give me example of how you demonstrated adherence to RICS Rules of Conduct 2
* Rule 2: Maintain Competence, Ensure Competent Service * Instructed Savills Earth, specialist planning team, for detailed report. * Acknowledged I am not a building surveyor; gave opinion only on location suitability for co living rather than building condition from my inspection.
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Can you give me example of how you demonstrated adherence to RICS Rules of Conduct 3
* Rule 3: Deliver Good Quality & Diligent Advice/Service * Thoroughly checked and clearly presented Credit Committee reports. * Paid attention to detail to ensure quality of advice.
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Can you give me example of how you demonstrated adherence to RICS Rules of Conduct 4
* Rule 4: Respect & Promote Diversity and Inclusion * Treated all parties with respect, even during tough borrower negotiations and where broker was trying to chip on rate to prove worth to their client. * Maintained professionalism throughout interactions.
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Can you give me example of how you demonstrated adherence to RICS Rules of Conduct 5
* Rule 5: Take Responsibility & Act in Public Interest * Ensured asbestos management survey was completed. * Acted to protect community members and site visitors health and safety.
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How did you manage expectations around risks and timing?
* Explained formal process and key milestones upfront. * Highlighted weekly Credit Committee schedule—missing deadlines means a week’s delay. * Flagged risks around external report delivery. * Assured borrower we’d work late to get papers written but that we can’t rush for approval with incomplete info. * Regular reminders and referenced past loan timelines to keep expectations realistic.
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How did you present complex information clearly to IC?
* Used visual aids: photographs, maps, charts and summary tables to highlight key points (structure chart, table for accounts) * Structured the presentation logically: context, analysis, risks, and recommendations. * Encouraged questions at the end of my presentation: to ensure clarity and understanding.
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What challenges did you face in negotiations with the borrower?
* Borrower accepted the loan quantum as they had a £7m equity inflow from MOF II planned. * They pushed hard for a lower interest rate to reduce costs. * However, Timing was their main driver—they wanted to complete the loan before Christmas to avoid over-term fees with the current lender. * I leveraged this urgency to hold firm on the interest rate, also highlighting the risk certainty of a fixed rate versus a floating one. * Maintained transparency throughout while fostering a positive, collaborative relationship.
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What techniques did you use in negotiations with the borrower?
* Adopted a cooperative win-win approach, focusing on mutual benefit. * Prepared thoroughly, knowing both parties’ bottom lines. * Used active listening to understand borrower concerns. * Maintained clear and honest communication to build trust. * Proposed solutions clearly and closed by confirming agreement in writing, sending over updated HoTs.
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Did the developer commit to a Whole Life Carbon Assessment? If so, what is the specified target in terms of kilograms of CO2 per square meter of Gross Internal Area (KgCO2/m2 GIA).
Yes. Developer committed to 475 kgCO2/m² GIA upfront embodied carbon target.
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What is biodiversity net gain and how is it measured?
A way of creating and improving habitats to deliver measurable positive impact on biodiversity through the development process or through land management. * From February 2024, developments must secure at least 10% BNG for 30+ years, either on-site or off-site. * BNG is calculated using the statutory BNG metric.
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What was the targeted BNG for the proposed development?
The BNG assessment showed a total net gain of 2,225% in ecological value based on the planning application’s landscape design.
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What are BREEAM ratings?
* The Building Research Establishment Environmental Assessment Method * A voluntary environmental assessment tool. * Building will be rated by BREEAM assessor with reference to nine environmental categories including energy consumption, water use, transport links. * Pass – Good – Very Good – Excellent – Outstanding
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What was the targeted BREEAM rating?
* The scheme has been designed in line with the BREEAM WAT targets at the pre-assessment stage. * BREEAM WAT targets refer to the specific sustainability criteria related to water efficiency and management within the BREEAM assessment framework. * The design will be developed further within the BREEAM Design Assessment but targeting Outstanding.
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What are EPCs and what do they measure?
* Energy Performance Certificates (EPCs) assess a building’s energy efficiency and environmental impact. * They measure how much energy a building uses and its carbon emissions, rating it from A (most efficient) to G (least efficient). * EPCs help inform improvements to reduce energy consumption and lower running costs.
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Tell me about EPCs under review?
* SAP (Standard Assessment Procedure): The UK government’s official method to assess the energy performance of dwellings, calculating energy use, carbon emissions, and EPC ratings based on detailed building data. * HEM (Household Energy Model): A simpler, modelled approach used mainly for large-scale energy consumption estimates, relying on average household data rather than detailed building specifics. * SAP Methodology Under Review: SAP is being updated to better reflect real-world energy use, new technologies, and future regulations aiming to improve accuracy and support net-zero carbon targets.
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What was the targeted EPC ratings for the units and the commercial unit in the development?
EPC A
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How does ESG feed into your advice to the Client?
CREDF III is an Article 8 fund under the EU Sustainable Finance Disclosure Regulation (SFDR), meaning it promotes environmental and social characteristics without having sustainability as its primary objective. In lending decisions, we consider ESG factors such as: * Biodiversity Net Gain and ecological impact. * Embodied and operational carbon targets (WLCA) * Energy efficiency (EPC) * Use of renewable energy and low-carbon technologies (e.g., heat pumps, electric systems). * Sustainability credentials (BREEAM) * Health & Safety compliance and community impact, including worker minimum wage and trainee schemes. * Counterparty (B Corp) This brownfield development showed a 2,000%+ biodiversity net gain, strong ESG credentials, and the counterparty was a B Corp. All of these factors fed into my recommendation to proceed with the loan.
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How is the scheme to be powered?
* The building is proposed to be all electric. * Heating and hot water will be provided to all units via a centralised air source heat pump energy centre.
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Any other ESG features of the development?
Green roofs to all roof areas across both blocks
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Any Health and Safety Considerations?
Confirmed that the borrower has not received any Improvement Notice, Prohibition Notice, or Health and Safety Executive prosecution.
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What is Co-Living ?
Co-living is a modern housing model providing small private typically studios within larger developments that feature extensive communal spaces like kitchens, gyms, co-working areas, and lounges.
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How much investment has gone into Co-Living in the UK?
Over £1.1bn investment in the last 5 years
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What is institutional investment in Co Living like?
According to Knight Frank, 45% of institutional investors plan to invest in this asset class by 2028 (up from 32%).
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Why is Co Living appealing to investors?
* Strong demand Large tenant pool – residents aged 26 to 40 Strong lease up rates High tenant satisfaction * Predictable income stream, low volatility * Relatively new asset class potential for sharpening yields * ESG alignment, more affordable model / per person environmental footprint reduced / fosters the sharing economy.
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What does the Co-Living investment look like from a geographic perspective ?
Major growth in London, followed by key regional cities (e.g. Manchester, Birmingham). Demand-driven focus in urban areas with young professionals.
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Tell me more information on the Co Living sector?
Emerging asset class, often under sui generis use. Fast-growing pipeline. ESG-friendly and often includes tech-enabled living and community-building.
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Main Co Living investor partnerships?
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Who are the main investors in the UK Co-Living Sector?
134
Who are the main operators/ Developers in the Co Living Sector?
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Who are the main lenders in the Co Living sector?
Octopus Capital, Pluto Finance, Investec, Puma Property Finance.
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Other actors in Co Living Industry?
* Halycon – Development Manager * Conscious Co-Living – Think tank and consultancy shaping ethical and community-driven co-living frameworks.
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Tell me about DTZ Investor CO LIV Fund?
* World’s first institutional co-living fund (2019) * Originally with The Collective * Created Folk brand * Institutional-grade product.
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Recent Co Living transaction?
JV: HUB + Bridges Fund Management acquired Sandringham Mews, Ealing (318-unit consented scheme). Most acquisitions are land with planning consent.
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London Co-Living Supply (at underwriting)?
* 19 operational schemes * 1,212 units under construction * 7,800 beds in planning
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What competency did you develop the most?
Property Finance & Funding – managing bridging loan from start to finish (excluding portfolio management). Better understood key legal negotiations. Client care – simultaneously managing relationship with Borrower and Credit Committee / Priorities of my client.
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How would you change your approach next time?
* Should have done more research on local demographics and co-living market trends for Green Light– would’ve helped prepare better for Credit Committee. * Regular internal meetings, myself, Director (James), Credit (Rob). * Checked in with valuer before they sent draft report – a lot of clarification questions.
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What is Net Internal Area and how is it measured?
Net Internal Area, is the usable area within a building measured to the internal face of the perimeter walls. Includes cupboards, internal circulation space. Excludes: plant rooms, structural walls, headroom under 1.5m.