For-profit providers have grown at pace in the past two years with recent national news headlines about some major equity backers. Gavriel Hollander explores the nuances behind the profit-making sector
It is now 10 years since the legislation that allowed profit-making companies to take a slice of the UK social and affordable housing market was passed.
While the past decade has seen slow progress for the for-profit providers, the past two years have seen a glut of new providers making an impact, with some major investors and commercial developers showing genuine interest in the sector.
In 2013 only 18 for-profit providers were registered with the then-regulator, the Homes and Communities Agency, owning 187 homes between them. Today, the Regulator of Social Housing’s (RSH) latest statistics show 40 profit-making companies registered. And while the number of homes these companies actually own remains low, at around 900 according to the RSH’s 2017 Statistical Data Return (SDR), their influence on the affordable housing sector is certainly growing.
The nature of the investors now entering the market points to a significant new direction for ownership of social and affordable housing, with the number of homes owned by for-profits likely to grow exponentially by the time of the next SDR.
However, recent national media coverage and the National Housing Federation (NHF) have suggested that for-profit providers “take value out” of social housing rather than reinvesting it as housing associations do.
Meanwhile, the RSH says it periodically reviews organisations that no longer meet its registration criteria and could seek “a voluntary or compulsory deregistration option as appropriate”.
Making waves
At the start of the year, US private equity giant Blackstone made waves by taking a 90 per cent stake in Sage Housing Association. Legal & General (L&G) has also announced plans to launch a housing association with ambitions to build 3,000 homes a year, making it potentially the biggest developer in the sector.
Meanwhile, British Land, best known for its commercial developments, launched its own registered provider – Seymour Street Homes – in 2017. Although it currently owns only 11 homes on a single site in Westminster, it is already eyeing more opportunities linked to its parent company’s existing schemes.
In May the NHF caused a minor stir by writing to Sage to warn it about the use of the term ‘housing association’. Although the offending word was removed, with the company now trading under the name Sage Housing, the incident has put the spotlight on the for-profit part of the sector.
For some, the concern is less about Sage’s name and more the level of returns they believe it is seeking. It is understood that Blackstone’s fund has a hurdle rate – the point at which it receives a bonus from its investors – of eight per cent. Such returns are significantly higher than those typically available to affordable housing investors.
Secondly, there are more immediate fears that Sage, with the financial might of a major private equity house behind it, could outbid housing associations on Section 106 properties – the homes affordable housing developers are required to provide as a condition of planning consent. In an exclusive interview with Social Housing, Sage said it has won fewer than one in five of the properties it has bid on and built up its portfolio of some 6,000 homes, suggesting that it is not exactly pricing competitors out of the market.
Opportunity or threat?
Some believe the concern that surrounds Sage and its for-profit peers is unmerited.
“Social Housing has openly questioned the capacity of the housing association sector to meet the [social] housing needs of England on its own,” says Andrew Cowan, a partner and head of social housing at Devonshires, which acted for Sage on Blackstone’s investment. “So in the absence of increased grant rates, if reputable institutions are prepared to invest new equity into the sector and sign up to the regulatory standards, then on a macro analysis, this should be helpful in achieving that target.”
Joe Cook, chief executive of Sage, says the growth of for-profits “represents a sea change in the way the sector is funded”. He says: “I don’t think anyone can see a bad thing in potentially billions of pounds coming into the sector.
“We’re registered with the Regulator of Social Housing like every other provider, and as long as we operate in a proper manner and are offering rent capping and nominations to local authorities on terms consistent with the sector, it opens up the sector for a lot of new investment, and to me that is good.”
“L&G might want its profits but how many [other] people are there putting equity into the sector?” -
Housing consultant
Emma Cariaga, head of operations at British Land and director of Seymour Street Homes, agrees that new entrants should be welcomed by a sector that has spent years canvassing institutional investors.
“I don’t see it as a threat,” she explains. “Part of the challenge for the sector is to make itself relevant to the real estate market.
“Such is the housing crisis and the need for more homes of any kind, if there are professional, long-term players entering the sector with good intentions that should be supported.”
Like Sage, Seymour Street will look to own and manage homes built under Section 106 agreements. However, Seymour Street will initially only take on Section 106 homes delivered on British Land’s own developments. That said, this could deliver significant numbers. There are 3,000 homes in the outline planning permission for its Canada Water redevelopment in south London, with the first phase likely to include 35 per cent affordable housing. Ms Cariaga says there could also be “significant numbers” on schemes in Ealing and Bromley-by-Bow.
While Seymour Street is currently funded entirely by its parent, Ms Cariaga admits that the decision to register as a for-profit was driven in part by the potential to attract outside investment.
“We looked at the not-for-profit option,” she says. “With for-profits there is the flexibility of funding models. It gives us capability to do more in future.”
Great expectations
But there are legitimate questions as to whether new investors in the social and affordable housing market will achieve some of the returns that are being bandied about.
“It’s uncertain whether a Blackstone or an L&G can generate enough profit,” says one housing consultant who did not wish to be named. The consultant compares the situation with the struggles some real estate investment trusts (REITs) have had in attracting investors.
“I think that some of the people looking to invest money in this space have been unrealistic about some of the risks they have taken on,” continues the consultant.
Others see the hunt for profit as relatively benign, so long as it brings more investment into the sector.
As one advisor comments: “You could say their aspirations for returns may be unrealistic, but if they don’t make those returns then that’s their problem.
“L&G might want its profits but how many [other] people are there putting equity into the sector?”
The NHF disagrees that additional equity is necessarily something to be welcomed at any price.
“We have some concerns around some of the institutional-grade investors as so far their primary means of acquiring homes is through Section 106, so we would question the additionality of that,” argues Adam Morton, policy leader at the NHF.
“Equally, Section 106 is an important public policy tool, designed to provide social housing and wider community benefits.
“We’d question whether using Section 106 to generate profit and shareholder return is a desirable public policy outcome.”
40
For-profits in the sector in 2018
Broad category
When it comes to the fears surrounding profit-driven entities entering the social housing market, part of the problem could lie in a failure to understand the variety of models that make up the for-profit part of the sector.
“There are broadly three types of new provider,” explains Mr Cowan. “[There are] institutional entities, landowners who wish to retain control of the whole of their site after building out, and the new breed of supported housing provider.
“Each has different characteristics and a different impact on the sector. To look at them together would be to misunderstand them.”
“We’d question whether using Section 106 to generate profit and shareholder return is a desirable public policy outcome.” - Adam Morton, NHF
The larger entities to have set up for-profit providers over the years include Pinnacle, Galliford Try and Grainger. However, of these only Grainger currently owns any for-profit stock: 82 rental units and 75 shared ownership units, none of which it manages itself. And none of this trio appear ready to up their involvement in the near future.
In fact, moves to deregister providers that have been inactive in terms of development have been gathering pace in recent months – something which could help reduce the clutter in the for-profit landscape.
Asked about this, Jonathan Walters, deputy director of strategy and performance at the RSH, replies: “We periodically review our register for organisations that no longer meet our registration criteria and will have discussions with those organisations and seek a voluntary or compulsory deregistration option as appropriate.”
Grey areas
Another new entrant – Funding Affordable Homes (FAH) – has another model still. Although it will not manage any of its homes in the long term, FAH plans to buy freeholds and lease them to housing association counterparties. It has so far invested £120m across nine sites.
Heylo Housing, meanwhile, outsources management of its homes, currently through an agreement with Guinness Partnership. But unlike FAH, it has no plans to enter leasing deals with third parties. It currently owns 780 shared ownership homes acquired through Section 106, although these do not appear on the 2016/17 SDR. It anticipates having more than 1,000 by the end of 2018/19.
The biggest headache for the sector – especially when it comes to regulation – are those new entrants that fall into a grey area.
“The category we are most worried about are those that present themselves as not-for-profit and might actually be for profit,” Mr Walters says. Again, these are often companies that own no assets themselves but act as counterparties to social housing REITs.
The story of First Priority Housing Association acts as a cautionary tale when it comes to this type of business model. Indeed, the regulator has recently written to other organisations with a similar model to First Priority asking for more detail on their financial situations and the types of leasing arrangements they have entered.
“There’s been a clampdown on setting up new providers of the First Priority kind,” says Greg Campbell, management consultant and partner at Campbell Tickell. “People saw the returns and said, ‘Let’s tap into this’. The difference is that these are small organisations with no assets. They do not necessarily have the strength in depth or wherewithal to withstand the sharks in parts of the business.”
Mr Walters agrees that “there is a question mark” about how these businesses have developed, citing the fact that First Priority grew from a handful of units to more than 1,000 in a short space of time.
He estimates that there are up to 20 other housing associations that could potentially be classified as for-profits, some of which may have similar models.
“It’s not clear how many there are, but we are looking at a small number of organisations that give us a cause for concern,” he adds.
The range and variety of for-profit housing associations is clearly something of a minefield for the regulator. It also shows that the question of whether or not they are a good thing for the sector is a nuanced one.
“Given the scale of the housing crisis and the need to build more genuinely affordable homes, the role of new entrants is likely to be important. However, it is also critical that we strike the right balance between increasing supply and maintaining social purpose,” says the NHF’s Mr Morton.
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