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What Is a CMBS Loan? Your Guide to Commercial Mortgage-Backed Securities

[Updated: Mar 02, 2021 ] May 25, 2020 by Tara Mastroeni
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Those in the business of buying and selling commercial real estate have likely heard about CMBS loans. This is a guide to how CMBS loans work, the ways in which they are different from traditional commercial loans, and the advantages and disadvantages of choosing this type of financing.

What is a CMBS loan?

CMBS loans are also known as commercial mortgage-backed securities or conduit loans. These loans are used to purchase commercial real estate buildings like multifamily living communities, office buildings, or warehouses. They typically offer flexible underwriting standards and use the property as collateral.

That said, a CMBS loan is different from a traditional commercial loan. With a traditional commercial loan, the lender gets paid back over time. However, a conduit loan will be sold and packaged along with other commercial mortgage loans into a trust called a Real Estate Mortgage Investment Conduit (REMIC), turned into bonds, and sold on the secondary mortgage market to bond investors. This process is known as securitization, and it's where these loans get their name.

How does the securitization process work?

These mortgage loans are initially funded by the financial institution when the borrower goes to closing on the property. The lender will then pool several CMBS loans together and turn them into bonds. The bonds in the pool will be rated based on a mix of factors like their average loan amount, loan-to-value ratio, debt service coverage ratio, and the number of loans in the pool.

Once the bonds have been rated, they are sold to investors at a price based on their rating. After the bond has been sold, the lender who originally loaned the money to the borrower is repaid, minus a small percentage for risk retention. This gives the lender more capital to be able to fund additional loans.

What happens after the loan is sold?

After a loan has been sold, the borrower no longer works with their original lender. Instead, they will work with a dedicated CMBS servicer known as a master servicer. The master servicer will handle the day-to-day aspects of managing the loan, such as collecting payments and managing any escrow accounts.

In the event that you have trouble making payments on your CMBS loan and it goes into default, your loan will be given to another loan servicer known as a special servicer. The special servicer will work with you to modify the terms of your commercial loan, provided that the terms are still beneficial to the bond investors.

The advantages of CMBS loans

The main advantage of choosing a conduit loan is that these loans typically offer a better interest rate than a traditional commercial loan. They also usually offer a fixed-rate option, which can give you the ability to plan for your payments more effectively.

Additionally, CMBS loans are nonrecourse loans, which means that the buyer is not held personally responsible for paying the loan. However, some of these loans do have a clause stating that if you intentionally cause harm to the property, your CMBS lender, or your investors, you could be held liable.

Lastly, these loans are assumable, so if you decide to sell the property in the future, the buyer can take over your CMBS financing and your interest rate. However, be aware that most lenders do charge a fee for this service.

The disadvantages of CMBS loans

The biggest disadvantage of this type of loan is that the interests of the CMBS investors always come first, meaning that the borrower often has less flexibility when negotiating loan terms and even less ability to change things once the loan document has been signed.

Beyond that, since these loans are part of a trust, prepayment may not be an option. Instead, if you want to get rid of the lien on the property, you'll likely have to go through a process called defeasance, where you replace the property with another form of collateral.

The bottom line

Like any type of financing, CMBS loans come with their own pros and cons. With that in mind, it's important to think carefully about your current and future financing needs before signing on the dotted line. If getting a great interest rate is your main concern, a CMBS loan may be right for you, but if you need added flexibility, you may be better served by a traditional commercial loan.

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