Recourse

In real estate, recourse is the responsibility of the guarantor(s) of a mortgage loan to repay said loan in the event of borrower default. Similarly, a recourse mortgage loan is a loan in which the mortgage lender is protected against loss by one or more guarantors.

For example, the single-asset entity 555 Main St, LLC, acting as borrower, borrows from Mortgage Lender ABC $10 million to develop an apartment community. John Jones, acting as Principal Guarantor, personally guarantees the loan. In the event borrower defaults on the mortgage loan and should the foreclosure sale fail to satisfy the unpaid principal balance plus penalties, Mortgage Lender ABC has recourse to other assets owned by John Jones.

Putting ‘Recourse’ in Context

Mini-Case: Oakwood Business Plaza in Houston, TX

Scenario:
Riverstone Capital Partners, a real estate private equity firm, has recently acquired Oakwood Business Plaza, a suburban office complex located in Houston, Texas. The acquisition was financed with a $16 million loan from a national commercial bank. To secure the loan, Riverstone Capital Partners agreed to a Recourse mortgage, where one of the firm’s principals personally guaranteed the loan.

The Role of Recourse in the Loan Agreement

The Recourse provision means that in the event Riverstone Capital Partners defaults on the loan and the bank forecloses on Oakwood Business Plaza, the lender can pursue the principal guarantor’s personal assets to recover any remaining balance not satisfied through the foreclosure sale. This added security for the lender allowed Riverstone Capital Partners to secure more favorable loan terms, including a 5% fixed interest rate over a 10-year term.

Why Recourse Matters

• Increased Lender Security: By including Recourse provisions, the lender mitigates its risk, ensuring that even if the property value declines or the loan defaults, they have an additional layer of protection through the guarantor.
• Negotiating Leverage: The Recourse agreement provided Riverstone Capital Partners with an advantage during loan negotiations, allowing the firm to secure lower interest rates and longer loan terms compared to a non-recourse loan.
• Principal’s Risk: The principal guarantor, as the individual backing the loan, assumes personal liability for any shortfall, creating an incentive for Riverstone to manage the property prudently and ensure timely debt service.

Lessons for the Protagonist

While Recourse provisions provided Riverstone Capital Partners with better financing terms, they also introduced personal liability for the firm’s principal guarantor. This underscores the importance of carefully evaluating the risk of Recourse loans, especially for leveraged acquisitions. By thoroughly analyzing Oakwood Business Plaza’s cash flow potential, market conditions in Houston, and the long-term viability of the property, Riverstone was confident that the Recourse terms aligned with their investment strategy.