U.S. real estate market update—April 6, 2020
Hedging and Capital Markets
Private Equity | Kennett Square, PA
SummaryInterest rate swaps are highly customizable and negotiable, and lend themselves to restructuring. This flexibility enables a cash-constrained borrower to amend and temporarily reduce payments.
Market data provided in this post was accurate as of close-of-business on Friday, April 3, 2020, but may quickly become dated given current market conditions. Data seen here should not be used for any analysis or transactions.
If you tuned in to our market update last week, we introduced the possibility for commercial real estate borrowers to restructure their interest rate swaps to reduce or eliminate payments in the near term in exchange for higher payments later. Since then, we’ve had a number of conversations with CRE investors on this topic. This includes situations in which the investor was in the process of an actual forbearance discussion with their lender on a swapped loan, and also situations in which the investor was not yet in formal restructuring discussions but wanted to reduce current interest expense in conjunction with declining asset net operating income (NOI). Given the number of conversations we’ve been having, and the expectation that this type of swap restructure is likely to become more common in the coming weeks, we thought we’d use our post this week to explore this topic in more detail.
Many CRE borrowers achieve fixed-rate financing profiles on their loans via interest rate swaps. The borrower closes a floating-rate loan with a bank lender and simultaneously enters into a fixed-rate swap with that lender’s swaps desk, achieving a synthetically fixed rate. Because interest rate swaps are highly customizable and negotiable, they lend themselves to restructuring. This flexibility enables a cash-constrained borrower to potentially amend a swap to temporarily reduce or defer payments and preserve cash in periods of NOI decline.
This is achieved by restructuring the swap to reduce or eliminate their swap coupon today in exchange for a higher coupon in the future, effectively amending the swap rate to “step up”. This may be accomplished independent of a loan forbearance, allowing a borrower to temporarily reduce debt without having to engage in formal workout conversations with the lender. This can also be done in conjunction with a loan forbearance that will temporarily eliminate all debt service. While an opportunity like this may seem attractive when viewed through the lens of an immediate reduction in interest expense, such a restructure involves a number of risks and considerations.
Risks and considerations
Eligibility: Reducing a borrower’s current swap rate in exchange for a higher rate later increases the swap’s credit exposure. This may necessitate additional credit approval by the swap provider/lender and may not be available to all borrowers.
Relationship to loan forbearance: A swap restructure needs to be considered in the context of any broader loan forbearance. By itself, a swap restructure provides an opportunity for a borrower to lower (but not eliminate) their interest expense without approaching a lender to restructure the loan itself. It can provide interest expense relief without the time, fees, and stigma of a loan workout. If forbearance is being considered (to temporarily eliminate debt service), it is important to keep in mind that a forbearance of interest under the loan may not automatically result in swap payments being deferred or reduced.
Increased costs: A borrower will incur trading and credit costs which will be embedded in the restructured rate. While the restructured swap may conserve current cash, it may also be net present value (NPV) and cashflow negative on a net basis over the life of the swap.
Increased swap prepayment/breakage costs: Although exempt from interest payments on the front end, borrowers that defer payments will have larger swap liabilities once the swap rate steps up, magnifying potential future swap prepayment costs. A borrower that is considering a swap amendment to defer payments therefore needs to weigh the immediate cash relief against the risk of a higher swap breakage penalty in the event that the asset is sold or refinanced prior to the loan maturity.
Accounting: Accounting sensitive GAAP filers may need to consider the accounting implications of a restructured swap.
Adequacy of relief and timing: Borrowers should evaluate the length of time they need a payment deferral for, and whether that payment deferral is adequate to relieve immediate cash constraints against how they’ll manage the higher payments once the swap rate steps up.
To better illustrate how a swap restructure might work in practice, below are two examples of a swap restructuring—one in which the swap is restructured without a loan forbearance and one in which a swap is restructured in conjunction with loan forbearance. Each example looks at the same underlying loan—a $50 million loan maturing on January 1, 2025 priced at 1-month LIBOR + 1.60% for which LIBOR was swapped to fixed at a rate of 1.70%, resulting in an all-in loan coupon of 3.30%. In both cases, we assume an interest only loan structure with no principal payments until the final balloon payment. Any loan amortization would impact the precise economics of a restructure but would not preclude a restructure in and of itself.
Example #1: Swap restructure without loan forbearance
In this example, the borrower reduces the base swap rate from 1.70% to 0% for six months (April—October 2020) in exchange for a higher swap rate (1.90%) for the remaining term. The borrower reduces their total interest rate by 170 basis points for six months without any new loan documentation, legal fees, credit approval from the lender, or other restructuring/forbearance notices or proceedings.
Example #2: Swap restructure with loan forbearance
In this example, the borrower pauses all swap payments for six months (April—October 2020) in conjunction with deferral on the underlying loan payments. This eliminates interest expense for six months in exchange for a higher swapped rate for the remaining term, and an additional balloon payment at loan maturity to repay the deferred interest on the loan. In this example, we assume no interest accrues on this balloon payment—it is essentially an interest free loan. This approach is consistent with some loan/swap restructures that Chatham has observed this past week but may not reflect how all lenders may treat a loan workout.
Wrap-up and next steps
A swap restructuring may allow you to quickly reduce your interest expense on a loan without the full negotiation and documentation exercise of a loan restructuring. In the context of loan forbearance, a swap restructure will be a necessary step to fully defer interest expense. In either case, CRE investors will need to benchmark the economics of the restructuring in order to understand the costs they are incurring in doing so, and whether those costs are market.
Please feel free to reach out to your Chatham representative if you'd like to further evaluate the availability and suitability of such a transaction.
Chatham Hedging Advisors, LLC (CHA) is a subsidiary of Chatham Financial Corp. and provides hedge advisory, accounting and execution services related to swap transactions in the United States. CHA is registered with the Commodity Futures Trading Commission (CFTC) as a commodity trading advisor and is a member of the National Futures Association (NFA); however, neither the CFTC nor the NFA have passed upon the merits of participating in any advisory services offered by CHA. For further information, please visit chathamfinancial.com/legal-notices.
Transactions in over-the-counter derivatives (or “swaps”) have significant risks, including, but not limited to, substantial risk of loss. You should consult your own business, legal, tax and accounting advisers with respect to proposed swap transaction and you should refrain from entering into any swap transaction unless you have fully understood the terms and risks of the transaction, including the extent of your potential risk of loss. This material has been prepared by a sales or trading employee or agent of Chatham Hedging Advisors and could be deemed a solicitation for entering into a derivatives transaction. This material is not a research report prepared by Chatham Hedging Advisors. If you are not an experienced user of the derivatives markets, capable of making independent trading decisions, then you should not rely solely on this communication in making trading decisions. All rights reserved.20-0106
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