commercial mortgage finance leadership symposium … · commercial mortgage finance leadership...

Commercial Mortgage Finance Leadership SymposiumLessons Learned from the Downturn and Implications for the Future

FPL ADVISORY GROUPFERGUSON PARTNERSFPL ASSOCIATES

2© 2011, Ferguson Partners Ltd.

Contents

3 Lessons Learned 5 Investment Outlook 7 A Smaller Industry 11 Managing Risk 13 Leadership and Organizational Implications

Commercial Mortgage Finance Leadership Symposium

During the volatile summer of 2011, FPL Advisory Group Co-Chairman and Co-Chief Executive Officer, William Ferguson, interviewed a select group of leaders in the commercial mortgage sector, to gain their perspectives on how the capital markets will evolve during the ongoing lackluster economic period. The executives interviewed were:

■ Hugh Frater, Chief Executive Officer, Berkadia

■ Christopher Hoeffel, Managing Director, Debt Investment Business, Investcorp International Inc.

■ Eduardo “Ed” Padilla, President & Chief Executive Officer, NorthMarq Capital

■ Diana Reid, Executive Vice President, PNC Real Estate

■ Steven Stern, Managing Director, Morgan Stanley

■ David Twardock, President and CEO, Prudential Mortgage Capital

The following report digests their comments and outlooks, covering a wide range of topics including lessons learned from the downturn, how a smaller lender industry is repositioning itself, changing approaches to risk management, and new dynamics in the capital markets.

Lessons Learned

The U.S. commercial mortgage backed securities (CMBS) markets have revived fitfully from their near-death experience in the wake of the 2008 credit crisis. A spurt of new offerings and frothy spread narrowing short-circuited during this summer’s debt-ceiling imbroglio and Euro Zone tumult, but our interviewees expressed confidence that the CMBS market will continue to be an essential part of the real estate lending equation. At the same time, they recognize some lessons learned for avoiding future difficulties:

Don’t Assume Market Liquidity “Don’t forget that liquidity is not an infinite asset, there will be a governor on the system—the highly correlated nature of the markets is something to which people are now much more sensitive. We are a bit better positioned by investing off balance sheet, trees don’t grow to the sky.”

One Size Doesn’t Fit All “Everyone got pulled into the hype and the bubble, and we were valuing a dollar of cash flow in Midtown Manhattan at the same cap rate and same dollar cash flow as a secondary market. Using the same lending models, there are vastly different asset qualities, sponsor qualities, location and strength of cash flow. You must always look at the context of sponsorship, the market and location, and the competition.” As a result of a much more conservative underwriting approach, now it appears “some assets, industries, and locations will remain difficult to finance for a long time.”

Don’t Count on Growth “Underwriting proformas got lenders in trouble. The whole public-to-private take outs were done at ridiculously high valuations and multiples, which needed a tremendous amount of growth to pay the debt; growth hasn’t panned out and likely won’t for years to come.”

Match Loans to Balance Sheets Many institutions “took on loan positions out-sized for their balance sheets and capital positions, believing they could get out of them quickly and it wouldn’t be an issue.” Firms now understand the advantages of running “much smaller lending businesses from a balance sheet allocation.”

Have Skin in the Game There is value in having lenders making investments with an eye toward long term performance—call it skin in the game or risk retention rather than a trading opportunity.” Compensation systems and internal oversight need to discourage myopic profit-taking.

3 Ferguson Partners – CMBS Whitepaper


Focus on More Stable Metrics “Debt service coverage in a low interest rate environment is somewhat meaningless.” Some lenders sleepwalked into “making investments on low LTVs based on low cap rates. Or high debt service coverage based on low interest rates? Or a lot of equity in a transaction. And now lenders focus on the long-term, and debt yield focuses on an exit cap rate more than just a point in time cap rate.”

Provide More Data, Maybe Get Better Analysis The industry offered voluminous data, which bond buyers mostly ignored and ratings agencies could not or did not process effectively. Now bond investors want even more information. “One of the big market moves is for greater transparency so that people have a better idea of what they are buying.” But investors are asking for a lot of data, which they may not be able to digest. At least there is an opportunity for the buyer to be more aware.”

Balance Revenue Streams “Some of the strongest companies have a larger percentage of revenue coming from servicing.” Although a “lower margin” business, servicing fees provide “very reliable repeating income.” If you build a commercial real estate servicing business, including mortgage banking, you want to have a significant loan servicing portfolio that can provide that kind of stability. Transaction income goes up and down, but it’s not always there.”

Impose More Checks and Balances Integrated investment and servicing businesses can also serve to red flag problems and risk in mortgage pools—“the affiliation between special servicers and B-piece buyers has worked in some cases,” creating more responsibility as well as “checks and balances” throughout the system. Even though rating agencies may be “best positioned” to spot problems, “we can’t rely on them in their (current) un-empowered, state of turmoil.”

Recognize an Enduring Reality “I am not sure that we ever learn anything.” Or put another way “I don’t know how long this new found knowledge will stick with us.”

Our interviewees expressed confidence that the CMBS market will continue to be an essential part of the real estate lending equation.

Investment Outlook

The interviewees soberly forecast “spotty” recovery and continued weak market supply-demand fundamentals—lenders will not have the luxury of operating in a buoyant investment environment. “The biggest issue is the U.S. economic future and job growth to fundamentally drive the demand for different classes of real estate.” The residential housing market “has already suffered a double dip” while jobs growth looks anemic. At this point, “we probably have six or seven million fewer people employed in the country in a fundamentally different economic environment.” Most places “don’t need more office or retail. It’s hard to get super-excited about industrial although you could argue that increased global trade may be helpful. Demographics are very positive for apartments. Investors have gotten excited about hotels because business travel is up, but even though occupancies increase, that’s not driving a lot of rate.” Larger gateway markets have stabilized, but those trends do not extend across the nation. “The middle of the country and into the South is still pretty weak.” In sum, outside the core gateway cities and multifamily sector fundamentals aren’t strong. “It’s difficult to get comfortable with property values and long term cash flow trends. As a debt underwriter, you don’t know how long people can really support debt or what values really are.”

Apart from the real estate markets, concerns grow over “defaults in Europe and what happens in China.” If these regions slow down “so will the fixed income capital markets and what happens in the broader capital markets will be a huge driver.”

Interest RatesThe Federal Reserve decision to hold its prime lending rate at record low levels into 2013 only underscores the expectation of weak economic growth. For the longer term, interviewees express worries about inflation and eventually the effects of higher interest rates on the property markets as compromised loans with low interest rates require refinancing. “A lot of product has been sort of bumping along and covering its debt service. If you increase rates 100, 200 or 300 basis points, it will be a big, big challenge for some of the product.” Although the Fed decision buys time, “people can’t lose a sense of history, which is always instructive. The 50-year average on ten-year treasuries is about 6.5%. And people now feel entitled to 3% and are get outraged when it goes to 4%. Rates will eventually go up” and “the cost of capital drives everything with real estate equity returns correlated to the cost of debt or the unavailability of debt. When that happens, it will be a blow to the markets.”

Returns and Investor ConcernsInterviewees “believe we’re still dealing with legacy issues on old transactions and the (prodigious) amount of capital chasing deals lowers return expectations on new transactions.” Investors have reason to “worry about exuberant underwriting and over leverage. On the equity side, people are overpaying for assets, trading at shockingly low 5-6% cap rates just because debt rates are low.” Recent “appreciation derives from cap rate compression and capital getting cheaper” not necessarily from dramatically improving operating fundamentals. The potential exists for the markets to experience “another drop in asset values without a double dip recession,” when investors “suddenly adjust risk premiums for real estate debt and equity.”

5 Ferguson Partners – CMBS Whitepaper


In sum, outside the core gateway cities and multifamily sector the opportunities are very slim. “It’s difficult to get comfortable with property

values and long term cash flow trends. As a debt underwriter, you don’t know how long people can really support debt or what values really are

Loan Origination TrendsThe general stabilization and improving values in some markets help justify making new investments “since existing owners are no longer upside down on capital stacks.” They have “more freedom to transact,” offering hope for “a little bit more transaction volume going forward.” Since many assets “are over-leveraged, right-sizing capital stacks usually involves the combination of first mortgage debt and either equity or subordinated debt, allowing the refinancing of up to 80% to 100% of a borrower’s existing property value.”

Before the recent August pause, first mortgage lending had been “getting a little bit aggressive more quickly than expected.” Conduits as well as some banks and life companies pushed leverage and underwriting in values. “The pendulum went from very aggressive underwriting in ’06 and ’07 to the most absurdly conservative underwriting in ’09. At this point we’re not overly aggressive, but the lending markets have come a long way in a short period of time. The dollars are available on any mid-level deal—pricing and the number of competitor quotes are vastly different from two years ago.”

Arguably, a conventional cyclical recovery could offer solid lending opportunities for at least “five years to re-capitalize overleveraged buildings when there is modest new construction” In this scenario, “the economy will eventually create some sort of demand with long-term upside in commercial real estate. That means you can be a little more aggressive in underwriting because higher rents in five to ten years will result in appreciation.” But a more prudent approach given the weak economy and outlook calls for lending decisions based on a current cash flow analysis.

Underwriting at low cap rates, poses significant portfolio risk if capital ever retreats. “We look at cash flow yield on the debt—give or take 10% on commercial, give or take 9%, maybe 8% on multi-family—and that is as far as we go.”

Distressed Debt“After all the kicking the can down the road,” more transactions are anticipated as debt maturities peak over the next 18 months. “It will force people into the property and capital markets to do something with their portfolios. So far, we have more capital, but not enough viable transactions.”

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Ongoing deleveraging promises to shrink the real estate lending arena and change the industry landscape—many traditional players will hold onto market segments—albeit diminished in most cases. “The overall business is smaller, so fewer dollars are needed. You’ll have a more traditional lending approach. Banks had been dominating the scene, now insurers are back, regional and local banks have a place, and conduits are returning.” Unquestionably, the players with “sound balance sheets, who can act quickly, have a big advantage.” For the industry in aggregate, “the amount of commercial mortgage debt outstanding is smaller than it was three or four years ago and in three or four years it may be the same or even smaller than today.” The biggest challenges remain refinancing the enormous amount of debt rolling over from bank portfolios and whether the federal agencies (Fannie Mae and Freddie Mac) get replaced. “In both cases the securitization market in one form or another will need to pick up the slack.”

The Market Pie: Banks Still DominateAlthough the big banks are “very well capitalized and profitable,” and can manage through the bad assets on their books, much of the banking industry debt is held by much smaller and weaker regional and local banks, which “may be unable to roll over that exposure, continue to hold that exposure, or be allowed to hold that exposure by regulators.” Insurance companies “will be steady capital providers,” for “higher quality assets” but they won’t recapture anything near the 25% market share held during the 1980s and won’t grow appreciably, staying in a $30 to $50 billion annual financing range. “Fannie and Freddie are a wild card. Nobody knows what will happen to them even though they were doing 90% of the multifamily market through the worst of the cycle.” Most likely they continue to exist if Congress lets them, “but lose market share.” That leaves CMBS conduits, which are “here to stay and will regain some market share lost from the peak ‘06-’07 period.” Mortgage REITs and pension funds remain “a tiny part of the market.”

“The big banks are very well positioned to pursue opportunities with larger assets.” Life companies can compete effectively for trophy business too. “The middle market has far fewer players today” and opportunity exists for well-capitalized, less heavily regulated mortgage bankers to be successful. “They are more relevant than ever” and can help smaller borrowers seeking solutions for refinancing “with a variety of capital providers.” Most banks aren’t oriented to provide service at the local level, and small banks will be hampered by legacy portfolios and regulator restraints. But local lenders remain “best suited” to handle smaller deals in their markets.

Overall, the big, well-capitalized players likely will continue to grow more dominant. “If you think back ten years ago, we had boutique CMBS shops, and the Fannie Mae and Freddie Mac DUS lenders were almost all small private companies. Over the course of the last decade, banks and insurance companies took those businesses under their umbrella, commercialized them, and provided access to their customers to a broader base of capital sources. That trend is likely to continue with niche plays for specialized lenders.”

A Smaller Industry

Ferguson Partners – CMBS Whitepaper

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CMBS ReduxFilling the apparent funding gap will not work “without a re-established CMBS market, which is critical” for drawing capital from global fixed income investors. A “re-born” CMBS industry “looks the same with a lot of the same people just at different places.” The industry will be more concentrated with bigger players—instead of 40 different lenders trying to do securitized deals, “maybe ten well-capitalized players with strong balance sheets” will dominate. “Smaller players have business models which prove difficult to manage through market ups and downs. It will come down to the most efficient players who have scale”—mostly bigger banks. “It is really hard to run an origination and securitization program when you have volatility—it’s really a business for the big players.”

The big institutions arguably also may be better equipped to monitor and analyze the broader global fixed income capital markets which influence the much smaller CMBS sector. “You really need to understand the macro market picture to be successful. If the ten-year continues to decrease or we have a domino effect in Europe on restructuring debt, that will have a big impact. CMBS is impacted by the broader market.”

The surviving CMBS shops, whether big or smaller, should “keep an intense focus on risk management, making sure that they have sized their business appropriately—not just to the market opportunity, but to the capital they have and overall market liquidity.” The life company approach might serve as a good model—their production went down when everybody else was going gangbusters. And if you look at their performance there is just no comparison to the CMBS industry. High delinquencies don’t happen by accident.” Whether CMBS players can maintain any discipline remains an open question.

By mid 2011 with institutional investors scrambling to secure “any assets with incremental spreads above risk-free Treasuries,” aggressive competition by issuers and lenders “to originate a relatively limited supply of acceptable conduit product” raised red flags. “Anytime you get a lot of capital chasing opportunities, you really have to ask yourself if there isn’t a new bubble in the making.” In one year, underwriting went from no IO to one year, to two year, to three year and what’s the next stop? Four years? Five years?” Although today’s “bad loan is better than the good loan you did back in the peak in 2006 or early ‘07, any time that you see issue structures and competition forcing the degradation of structure, it feels uncomfortable.”

For the industry in aggregate, “the amount of commercial mortgage debt outstanding is smaller than it was three or four years ago and in

three or four years it may be the same or even smaller than today.”

© 2011, Ferguson Partners Ltd.

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A Smaller Industry (continued)

CMBS Redux (continued) For now, chastened bond buyers appear to hold CMBS issuers in check, rejecting questionable offerings,“ and waiting for more heavily-scrubbed public sales. “Nobody has gone through the expense of registration, reporting and scrutiny that a public securitization requires.” This limits investors, who want greater liquidity, from returning to the market and creates an “artificial cap on how much securitization gets done.” Public offerings “will happen when spreads go down enough that issuers feel that they can get paid for taking on the additional expense and risk.”

The industry still needs to deal with enduring structural issues. “The dynamics that make the CMBS market a bit dysfunctional are still there. Nobody has solved the master servicer, special servicer, borrower relationship, and the whole CMBS process is expensive and cumbersome.” Borrowers complain about servicer responses—“It takes so long to get an answer” on anything. Closing on a CMBS loan also can get especially complicated—“you will need a non-consolidation opinion and likely an independent director because bankruptcy will cause you to have to restructure your borrowing entity. The closing lawyer’s legal bill might be $40,000 to $50,000. The B-piece buyer has absolute veto power and a quote is not as reliable in all CMBS shops. Some are going to be able to deliver what they quote, some will have issues.”

Insurers Step UpInsurance company demand for originating commercial mortgages derives from chief investment officer assessments of their relative value compared to alternative fixed income assets. Spreads remain “pretty attractive” so insurers have been aggressive, mostly on prime, institutional quality assets—“they’ll do volumes which will look like their peak production in the last decade,” somewhere between $40 billion and $50 billion. “They have a lot of cash to invest from all their products, so they either continue to sit on the cash and make nothing or invest in fixed income alternatives. They are under-allocated in mortgages, and even though pricing has certainly been tight, the relative returns are still attractive. The majority of life companies are telling brokers “to bring us more”—they regularly beat Freddie Mac and Fannie Mae on stable long term long-term multifamily re-fi’s.”


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Mortgage BankersSince many borrowers face near-term refinancing and struggle with under-performing assets, mortgage bankers and brokers find themselves in high demand to help secure new loans and recapitalization monies. For borrowers without direct capital market relationships, an effective mortgage banker “can clear the market for a client and deliver something that is as good as is available” from an insurer, agency, or conduit. On the capital side, insurers who rely on correspondent networks work with bankers who have “talent broadly available geographically and the capital resources to cover the whole landscape.”

Servicing BusinessAs the industry consolidates among bigger players, some originators tout the benefits of having servicing platforms. “The interface with the customer over the life of the loan is a very important part of what we do” in maintaining long-term borrower relationships. And lenders need servicing entities to do business with any of the federal agencies: Fannie, Freddie or the FHA. The steady income provides a counter-cyclical income stream, and if “the world falls apart, it works when you can turn to people managing your portfolio and get the additional information you need. It’s a confidence builder for yourself, your management and ultimately for your shareholders.”

The industry still needs to deal with enduring structural issues. “The dynamics that make the CMBS market a bit dysfunctional are still there.”

© 2011, Ferguson Partners Ltd.

The 2008 credit debacle precipitated mortgage industry soul searching and widespread calls for better government regulation. But despite the handwringing and passage of Dodd-Frank legislation, lenders continue to struggle with how to manage risk and mitigate future losses, especially in originating loans headed off balance sheets into CMBS offerings. Theoretically, the CMBS market can “self-police to ensure people make good loans—subordinate-piece investors undertake tremendous due diligence and then there are the rating agency teams. It is just a question of whether or not it breaks down and if people get way too aggressive. The whole concept should be to incentivize lenders to first and foremost make good loans—you need to adjust pay practices so you compensate them to underwrite risk rather than underwriting volume. That’s easy to say, but hard to implement.” Essentially, “you can’t pay people year one when you don’t know what will happen down the line.” Bond buyers should not escape their caveat emptor burden either—“they are supposedly sophisticated investors,” but they need “transparent information” from the dealers and sponsors to do their necessary due diligence.

Banks and institutional lenders also need to focus more on allocation of capital and risk and return, allocating balance sheets to parts of their business that have better risk return ratios. “That means that CMBS and other lending lines must compete with all the other (bank) businesses.”

Washington ImpactsReaction is mixed to evolving federal rulemaking from “fair and appropriate” in requiring issuers to hold risk (either as an investment or higher reserves) to concern about “demands for increased and onerous reporting.” Proposed risk retention “could change the rules of the game” as well as the industry business model and the kind of capital you need to participate. The risk retention rules “mean issuers will need to keep long-term capital side-by-side with the deal.” “The winners in the last cycle were people in the moving business, who could manufacture the debt and deliver it into the capital markets. The winners in the next cycle will be storage companies who have the means to store a piece of it as well.” Put another way, “you’ll need a balance sheet to be an issuer.”

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Managing Risk



Congress also wrestles with the future of Fannie and Freddie with multifamily mortgage markets hanging in the balance—“all that delay breeds uncertainty and saps confidence.” In running a lending business, “all you can do is make sure you are positioned to participate in whatever happens, whether it’s “a very different looking CMBS market” or requiring “different capital standards for the banks.”

In addition to new rules and bigger balance sheets, “the extraordinarily increased oversight” means “you must be prepared for reporting regularly to your overseers, a significant change with which to cope. It helps to have state of the art technology for reporting on detailed information and moving cash flow, reconciling cash flow on loans in bulk, then leveraging that technology and skill set to provide the detailed reporting regulators are demanding.” The unintended consequences of all the new rules and reporting requirements for banks “may drive consolidation to gain scale and size to afford needed technology enhancements.”

Rating agenciesIn the new generation of CMBS, tarnished rating agencies “must continue to play a meaningful role.” The process has improved—“you can’t really shop for a rating anymore, you must be transparent and document, presenting factual information. It’s not perfect,” and issuers still pay the agencies, which creates at least apparent conflicts. Ultimately, the institutional bond buyer must take more responsibility too in evaluating investments. The CMBS market is inherently “more sophisticated” than the single family market, “where a lot of unsuspecting borrowers did not know how mortgages work and were fraudulently sold products that they should never have bought in the first place.”

“The winners in the last cycle were people in the moving business, who could manufacture the debt and deliver it into the capital markets. The winners in the next cycle will be storage companies who have the means to store a piece of it as

well.” Put another way, “you’ll need a balance sheet to be an issuer .”

Risk retention, Fannie and Freddie fallout, refashioning CMBS markets, and government intervention—all the changes taking place in the lending universe mean companies “must be nimble and must be ready to adapt.” These potential inflection points “where business models may need to change necessitate skill sets with an ability to adjust.”

Although “change can be nerve-racking, it also presents opportunity to be a real winner. The financial crisis took out many regional competitors. Customers want their bank to be able to bring them alternatives from different capital sources; they want loans, but also need help with cash management and hedging interest rate risk. It’s not just a transactional business.” Having a full set of products and an integrated team to deliver them “is more important today than ever.” In addition, increased balance sheet requirements demand oversight by more dedicated risk managers. “We’ll also see more cross-training to underwrite loans for multiple purposes and expanding skill sets beyond specialty areas like agency origination, bank lending, or conduit lending.”

GlobalizationThe big banks are gingerly re-establishing CMBS and lending operations in Europe and Japan. “Wherever you go, you must create securities attractive to what traditional bond traders call real money buyers—money managers, banks and insurance companies—as distinguished from structured buyers.” The taint on the structured finance market and recent volatility makes doing new CMBS deals “a pretty risky endeavor.” But all the disruption in the European banking market means “we can make some loans there, swap back into dollars and have it make sense.” Business in Japan proves “difficult” in the wake of the earthquake and ongoing economic malaise. But for an insurance company with a rapidly growing Japanese business line, originating mortgages makes sense to match liabilities to these yield generating assets.

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Leadership and Organizational Implications


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AboutFPLAdvisoryGroupFPL Advisory Group (“FPL”) is a global professional services firm that specializes in providing executive search, compensation, and management consulting solutions to a select group of related industries. Our committed senior partners bring a wealth of expertise and category-specific knowledge to leaders across the real estate, asset and wealth management, hospitality and leisure, and healthcare sectors.

FPL is comprised of two primary operating companies that work together to serve a common client base. FergusonPartners provides executive, director, and professional search services. FPLAssociates provides a range of specialized compensation and management consulting services. Through our complementary practice areas, we work with our clients to develop the right talent, leadership, structures, and strategies for success in today’s intensely competitive marketplace.

From Boston, Chicago, London, New York, and Tokyo, we serve clients across the globe.

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© 2011 Ferguson Partners Ltd. All rights reserved. No business or professional relationship is created in connection with any provision of the content of this publication (the “Content”). The Content is provided exclusively with the understanding that Ferguson Partners Ltd. is not engaged in rendering professional advice or services to you, including, without limitation, tax, accounting, or legal advice. Nothing in the Content should be used in or construed as an offer to sell or solicitation of an offer to buy securities or other financial instruments or any advice or recommendation with respect to any securities or financial instruments. Any alteration, modification, reproduction, redistribution, retransmission, redisplay or other use of any portion of the Content constitutes an infringement of our intellectual property and other proprietary rights. However, permission is hereby granted to forward the Content in its entirety to a third party as long as full attribution is given to Ferguson Partners Ltd.

The Ferguson Partners recruitment practice consists of two affiliated entities serving FPL’s clients around the world: Ferguson Partners Ltd. headquartered in Chicago with other locations in Boston and New York and Ferguson Partners Europe Ltd. headquartered in London with a Japan branch located in Tokyo. Ferguson Partners Europe Ltd. is registered in England and Wales, No. 4232444, Registered Office: 100 New Bridge Street, London, EC4V 6JA. FPL Associates L.P., the entity which provides consulting services to FPL’s clients, is headquartered in Chicago.

The views and opinions expressed by each participant are such individual’s own views and are not necessarily the views of Ferguson Partners Ltd. or such participant’s employer.

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commercial mortgage finance leadership symposium … · commercial mortgage finance leadership...

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