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Before refinancing a commercial mortgage, verify the existing loan’s payoff and prepayment terms, prove that the property supports the proposed debt, confirm valuation and third-party reports, assemble borrower and guarantor records, and compare the complete economics of each offer. The interest rate is only one input: premiums, fees, reserves, amortization, recourse and future flexibility can change both your cash proceeds and your risk.
This checklist is written for U.S. commercial-property owners, investors and borrowing entities. Federal banking guidance and Fannie Mae multifamily materials illustrate common underwriting questions, but neither source creates universal terms for every lender, property type or state. Your note, lender instructions and applicable local professionals control the transaction.
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1. Read the existing loan and obtain a written payoff
Start with the signed note, mortgage or deed of trust, loan agreement, amendments, side letters and every extension notice. Ask the current servicer for a payoff statement valid through a specific date; request an updated statement if closing moves. The principal shown on a monthly statement is not necessarily the amount needed to release the lien.
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- Maturity date, extension options, extension fees and the notice deadline for exercising an extension.
- Required notice period for payoff, permitted payoff dates and any lockout period.
- Whether a partial release, defeasance, assumption or collateral substitution is allowed.
- Default interest, late charges, unpaid fees, protective advances and other amounts that could appear in the payoff.
Calculate the real payoff cost
Identify any yield-maintenance charge, defeasance cost, fixed prepayment premium, minimum-interest provision or open-period restriction. Request the calculation method and the date on which the amount changes. For example, Fannie Mae’s Choice Refinance term sheet describes a product-specific prepayment premium and permits that premium to be paid from new Choice Refinance proceeds. That example does not alter your existing contract or establish a market rule.
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Have counsel or the servicer confirm the release mechanics: who records the satisfaction, whether an assignment or UCC filing must be terminated, and how escrows are credited. Put the payoff expiration date on the refinance timetable so a delayed appraisal or title cure does not create an unexpected per-diem charge.
2. Define the refinance objective and timing
A refinance can pursue different outcomes: avoiding a balloon at maturity, lowering debt service, extracting equity, replacing a floating rate with a fixed rate, funding improvements or consolidating debt. Write the primary objective and a secondary fallback before requesting quotes. A loan that maximizes proceeds may not minimize payment risk, and a lower payment may require more cash in reserves or a longer prepayment lockout.
Build a closing calendar
- Work backward from the maturity or extension deadline and allow time for lender screening, appraisal, environmental work, title review, underwriting, documentation and recording.
- Set a date for obtaining the payoff quote and a later refresh date if the quote will expire before closing.
- Ask each lender when its rate lock begins, what happens if closing misses the lock deadline and whether an extension has a fee or repricing.
- Keep an operating-liquidity reserve for deposits, third-party reports, lender fees and required escrows while the application is pending.
If the existing loan matures before a new loan can close, discuss a written extension or other interim plan early. Do not rely on an informal promise that the lender will hold the loan past maturity.
3. Test cash flow, leverage and repayment capacity
Request the proposed lender’s underwriting worksheet, not just a quote. Compare its net operating income (NOI), expense assumptions, vacancy treatment, replacement reserves and debt-service calculation with your books and the property’s operating history.
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Know what each ratio measures
| Measure | Calculation | What it tests | Questions to ask |
|---|---|---|---|
| Debt-service coverage ratio (DSCR) | NOI ÷ annual debt service | Whether operating income covers scheduled principal and interest. | Which NOI definition, reserves, vacancy and interest rate did the lender use? |
| Loan-to-value ratio (LTV) | Loan amount ÷ supported property value | Collateral cushion if value falls or the loan must be sold or refinanced. | What appraisal value and valuation date will control, and is the requested cash-out included? |
| Debt yield | NOI ÷ loan amount | Property income relative to the debt, without relying on an interest-rate assumption. | Is the lender using debt yield, and how does it interact with DSCR and LTV? |
The Office of the Comptroller of the Currency describes these measures and states: “Debt yield, when used, must be considered along with other criteria and loan amounts must always be supported by prudent DSCR and LTV ratios.” Treat the ratios as different views of risk, not interchangeable pass/fail scores. No universal commercial-refinance threshold applies to every asset class or lender.
Run your own stress cases
Recalculate payment and coverage under lower occupancy or rents, higher taxes, insurance and repairs, a higher floating rate, a shorter amortization and a delayed closing. Show the effect on cash flow after required reserves, not merely on gross NOI. Ask the lender to run the same cases and explain which scenario would trigger a cash sweep, additional equity, a covenant breach or a declined loan. These are planning scenarios, not a universal underwriting formula.
4. Understand the appraisal and other property reports
Ask who selects each vendor, who pays, what the report must contain and how long the lender will accept it. Confirm the valuation date, income and sales-comparison methods, treatment of leases and capital expenditures, and the process for disputing factual errors. A value lower than expected can reduce proceeds even when your requested loan amount has not changed.
Reports commonly requested
- Appraisal: Federal Reserve standards for qualifying commercial real-estate loans include a written appraisal; the exact scope and independence requirements depend on the transaction.
- Environmental: A Phase I environmental assessment is identified in Fannie Mae multifamily DUS materials for specified programs. Follow-up testing or remediation can add cost and delay.
- Property-condition assessment: Fannie Mae materials list this report among DUS reports for relevant multifamily transactions. It can surface near-term capital needs that affect reserves or proceeds.
- Title and survey: Confirm acceptable vesting, survey updates, easements, mechanic’s liens, zoning matters and lender’s title insurance coverage.
- Other reports: Depending on the property, the lender may request flood, seismic, engineering, insurance, rent-roll verification or legal-compliance reports.
Federal Reserve guidance and Fannie Mae term sheets are illustrations, not a universal checklist. Get the lender’s written report matrix before ordering work so you do not pay twice for an unacceptable format or stale report.
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5. Assemble borrower, sponsor and entity records
Underwriting typically examines the borrowing entity, key principals and any guarantors. Ask for a document list at application and identify the periods covered; “current” can mean a recent quarter, a year-to-date statement or another lender-defined date.
Prepare a complete package
- Current balance sheet, income statement, rent roll, operating statements and tax returns for the property and borrowing entity.
- Personal financial statements, liquidity and contingent-liability schedules for guarantors and key principals, when required.
- Organizational chart, formation documents, operating agreement, certificates of good standing, resolutions and authorized-signatory evidence.
- Existing debt schedule, litigation and bankruptcy disclosures, tax-status information and explanations for material variances.
- Evidence of equity contributions, reserve accounts, insurance claims and any pending capital project.
Federal Reserve standards for qualifying CRE loans call for verification and documentation of the borrower’s current financial condition. Fannie Mae’s Choice Refinance materials likewise describe review of borrower and key-party financial information for that product. Keep a dated, reconciled package; unexplained gaps often create more delay than weak headline ratios.
6. Check collateral, title, insurance and operating restrictions
Confirm that the new lender can obtain the lien position it requires and that the property’s agreements permit the proposed financing. Federal Reserve standards for covered qualifying CRE loans address an enforceable first lien, insurance and compliance with leases and related property agreements; the legal effect and checklist differ outside that defined context.
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- Verify ownership, legal description, parcel configuration, access, easements and any subordinate liens or UCC filings.
- Read major leases, ground leases, management agreements, franchise agreements, reciprocal easements and development covenants for consent, notice or assignment requirements.
- Check whether tenant-improvement, leasing-commission or replacement reserves must be funded at closing or trapped afterward.
- Confirm property, liability, business-interruption, flood and other required coverage, lender’s loss-payee or mortgagee wording, deductibles and renewal dates.
- Identify code violations, environmental notices, condemnation matters, tax appeals and insurance claims that must be disclosed.
Ask the title company and lender for a list of curative items early. A lien, survey exception or lease consent discovered after rate lock can force repricing or prevent closing.
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7. Compare the complete economics and structure
Put every offer on the same net-proceeds and risk basis. The cheapest stated rate can be the most expensive option after a large premium, reserve requirement or short balloon period.
| Comparison item | What to place side by side |
|---|---|
| Net proceeds | Gross commitment minus existing payoff, prepayment premium, origination points, legal and third-party costs, escrows and initial reserves. |
| Rate and lock | Fixed or floating rate, index and spread, floors, cap or swap costs, lock date, lock length, extension fee and repricing rules. |
| Term and amortization | Maturity, amortization period, interest-only period, balloon balance and extension conditions. |
| Sizing assumptions | Underwritten NOI, DSCR, LTV, debt-yield methodology, valuation and treatment of reserves or subordinate debt. |
| Recourse and guarantees | Full or limited recourse, carve-outs, completion or carry guarantees, guarantor release tests and bad-act provisions. |
| Covenants and cash control | Reporting, financial covenants, leasing or capital-expenditure consent, lockbox, cash sweep and reserve-funding triggers. |
| Prepayment and flexibility | Yield maintenance, defeasance, step-down premium, open period, assumption, supplemental debt and future extension rights. |
Fannie Mae multifamily DUS materials show why product terms must be read together: LTV and DSCR limits vary by asset class and program, while rate-lock, escrow, recourse, third-party-report and prepayment provisions are specific to that offering. Use a term sheet as a binding source only when its language and executed loan documents say it is binding.
Calculate break-even and downside
Estimate the months or years required for payment savings to recover all refinancing costs, including a premium and lost interest on required reserves. Then test an early sale, another refinance, a missed extension, a value decline and a rate reset. Include taxes and fees that are not financed. If proceeds are negative after payoff and closing costs, decide how much cash you are willing to contribute before ordering final reports.
8. Ask these questions before signing an application or commitment
- What exact NOI, DSCR, LTV, debt yield and value are you underwriting, and which assumptions differ from my statements?
- Which reports are required, who orders them, what are the spending limits and who owns the reports if the loan is declined?
- What conditions must be satisfied before rate lock, closing and funding?
- How are reserves sized, released and replenished, and can they reduce proceeds?
- What happens if the appraisal is low, an environmental issue appears or a major tenant leaves?
- What are the recourse triggers, covenant tests, cash-management rules and reporting deadlines?
- What are the prepayment, assumption, extension and supplemental-financing rights after closing?
- Which fees are refundable, which are due at application and which are payable only at closing?
9. Recognize common failure points and responses
The payoff exceeds your estimate
Stop using the principal balance as the funding target. Obtain the itemized payoff, verify the premium calculation and renegotiate proceeds, timing or structure before the quote expires.
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The appraisal is below the requested value
Ask the lender whether factual corrections or a second valuation review is permitted. If value remains lower, consider reducing proceeds, adding equity, changing the property’s debt structure or delaying only when the existing loan permits it.
Coverage fails after lender adjustments
Reconcile each expense, reserve and vacancy adjustment. A defensible operating record may correct an error; otherwise reduce debt, increase equity or address income and expense weaknesses before closing.
A report uncovers environmental or physical work
Obtain the consultant’s recommended scope and cost, determine whether insurance or reserves can address it, and document any remediation covenant. Do not waive a material issue merely to preserve a rate lock.
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Use a closing checklist with an owner and due date for every entity certificate, lease consent, title cure, insurance endorsement and lender condition. Ask for written confirmation when a condition is waived or deferred.
10. Make the go/no-go decision
Proceed only when the written payoff, verified value, sustainable cash flow and complete sources-and-uses statement support the transaction under a downside case. Choose the offer that fits the property’s income volatility and your intended hold period, not automatically the one with the lowest coupon. If no option leaves adequate liquidity after reserves and closing costs, an extension, additional equity or a smaller loan may be safer than forcing a refinance.
Finally, have qualified legal, tax, insurance and local real-estate professionals review issues in their fields. U.S. regulator guidance and a multifamily product term sheet can frame questions, but your executed documents and the law governing the property determine what you must do.
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