Law firm Temple Bright has advised on the £110m sale of a recently completed, landmark student accommodation development in Liverpool.
This is the culmination of two and a half years’ involvement with the project, demonstrating Temple Bright’s ability to deliver on complex projects and to field a team able to advise seamlessly across real estate, planning, construction, regulatory, financing, insolvency and corporate matters.
Aura Investors, a vehicle created “by investors for investors,” has completed the sale of the 999-bed student accommodation development, now operated as ‘true student Liverpool’ to a fund managed by global real estate investor Tristan Capital Partners.
The development occupies a prominent 1.25-acre site to the north east of Liverpool city centre.
Initial construction had been mostly funded by substantial deposits paid by off-plan investors on 770 units, but in early 2020 the money ran out, construction ceased and the original developer went into administration, putting at risk the investors’ stakes in the project.
Several investors combined their expertise and resources, with input from Temple Bright, to organise the diverse investor body located in multiple jurisdictions across the world, explore legal options available to them and establish dialogue with the administrators.
When the administrators brought the development to market, Temple Bright advised the investors on structuring a compelling and ultimately successful “investor-led” bid for the part-built development.
More than 400 investors took part in the complex acquisition, which was completed by Aura Investors in October 2020.
Temple Bright advised on the building contract and other construction documentation and also a development finance facility, enabling Aura Investors to complete the development to a high specification.
Phase 1 was completed in time to welcome students for the academic year starting in September 2021 and full practical completion of the whole scheme was achieved this July.
The sale of the finished development has ensured that the investors who participated in the original rescue from administration, committing additional funds to the project on top of the amounts already paid to the original developer pre-insolvency, will now see a return on that investment.
Temple Bright has acted for the investor group since the former developer went into administration, advising on the investors’ legal rights in the administration, the bid for the development out of administration, the structuring and regulatory aspects of the investor LLP, the promotion of the scheme to investors, the building contract for the completion of the project, development finance, the negotiation of the contract with the operator, and finally the negotiation of the sale of the finished asset.
Temple Bright has worked closely throughout with Aura Investors’ management committee, with Blacklight Capital Partners (development manager) and with Mazars (as UCIS manager overseeing the interests of investors).
Tristan Capital Partners was advised by Bryan Cave Leighton Paisner.
First chairman of Aura Investors’ management committee Dia El-Turk said: “Completing the sale of the finished project is the culmination of over two years’ hard work, enabling the participating investors to avoid a loss in 2020 and now to make a good return on their original investment.
“Temple Bright’s support to the management committee and expertise throughout this process has been invaluable.
“The team assembled and led by Iain Macfarlane and Alistair Hill was efficient, expert and extremely commercial, capably supporting the management committee on the challenges arising from a highly involved deal structure involving multiple stakeholders.”
Temple Bright insolvency and banking partner Alistair Hill added: “Involvement with this project from the initial advice to investors about the consequences of the administration, to the acquisition process, to the financing and delivery of the finished development, has been challenging and stimulating.
“The happy ending achieved here would not have been possible without the drive of those investors who stepped up and provided the necessary leadership.”
Temple Bright real estate partner Iain Macfarlane said: “It has been gratifying to chart the evolution of this project – from an insolvency rescue to the successful completion of the development, and from a problematic scheme based on fractional ownership to an institutional-grade investment.
“It has been a pleasure to work with the Aura management committee, the Blacklight team and my partners to deliver joined-up legal advice across a number of different practice areas.”
Temple Bright co-founder Tim Summers said: “Congratulations to Alistair and Iain and the whole Temple Bright team for their work on this landmark deal. Successfully concluding such a complex and high value transaction is a credit to all of them and a real endorsement of our innovative model.”
Temple Bright is law firm of more than 70 partners with offices in London and Bristol. The firm, which operates a streamlined partner-only business model, has particular strength in a range of commercial practice areas including insolvency, real estate, planning and construction.
Temple Bright’s core team for the Aura project comprised Iain Macfarlane (real estate), Alistair Hill (insolvency/banking), Lilian Small (financial services/regulatory), Kit Harvey (construction), James Vickerman (corporate) and Paul Thompson (planning).
This article appeared in the Bristol Business Newsletter on 23 September 2022.