By Susan Hammel Joyce
Cogent Consulting
While no one plans for loans to go bad, it’s part of doing business for any lender, including PRI makers. In the “Working on Workouts” session today, we heard from Lisa Hall of the Calvert Foundation, Christine Looney of The Ford Foundation, Chris Perez of the Rasmuson Foundation, and Joshua Mintz from the MacArthur Foundation. Hearing these experienced panelists wrestle with the challenges that arise when borrowers have difficulty was sobering and enlightening. The panelists discussed hypothetical situations so as not to divulge any confidential information about their investees.
Ten Tips for Workouts:
1. Determine your foundation’s philosophy about lending. Are your PRIs more like recoverable grants? Do you expect 100% repayment? The Ford Foundation and Calvert Foundation both set aside reserves against possible losses, up to 15% for Ford. The Rasumuson Foundation expects full repayment, but since PRI’s count against payout, the foundation feels protected either way.
2. Know your borrowers. Since Rasumuson focuses exclusively on Alaska, Chris Perez mentioned he knows many of his borrower’s executive directors and has broken bread with most. Lisa advised that appropriate due diligence before making a loan is key in preventing problems. Focus on assessing free cash flow and net assets.
3. Know your fellow lenders. The panelists talked about how for-profit lenders tend to band together during a workout, assigning a lead lender to negotiate on behalf of all similar creditors, but this has not developed within PRI-making community yet. It’s important not to jump to conclusions and take time to gather the facts, all while consulting your fellow creditors. Sometimes a borrower will pay one lender and not the other, so it’s important the lenders are familiar with each other’s borrowing agreements.
4. Emphasize good communication from borrowers. All the panelists indicated a reasonable approach to workouts IF the borrowers exhibit good faith through frequent communication and show integrity, particularly if external events caused the underlying business model to become un-viable. The first step in handling a problem situation is to gather information. Calvert asks borrowers to submit a detailed cash-flow projection and bases restructuring decisions on a reasonable projection.
5. Evaluate options. Ford sometimes makes grants for borrowers to hire outside consultants to help assess the situation. Does the business model still make sense? If not, can it be changed to take advantage of new opportunities? If a borrower is headed to bankruptcy it’s essential to measure the potential recovery versus the costs, which can be considerable.
6. Structure PRI’s to fit each opportunity. Chris mentioned that while his foundation has lending guidelines, each line has an asterisk to account for the full variety of scenarios.
7. Consider whether you will act on your security interest. Most of the foundations do not take security at the outset of a loan but may do so in the course of a workout. Before doing so, think about whether you would actually be willing to foreclose on a property or whether it even makes sense to do so. One member of the audience said they do not take security because exercising their rights would be against their programmatic intent. No one present would admit to actually issuing a judgment or foreclosing on a loan. One audience member said they prefer to take a security interest as it gives them more power to protect the social impact of their investment.
8. Prevent a workout situation with good monitoring. Both Ford and Calvert mentioned assigning loans to “watch, actively monitored or classified lists.” They report to foundation leadership quarterly about the portfolio, flagging all covenant violations and recommended increases to the risk reserve.
9. Monitor red flags that a PRI is in trouble: late or missed reports; poor communication including not returning phone calls or emails; lack of financial statements, change of staff in key positions, and of course, missed payments.
10. Involve an investee’s board of directors if necessary. Calvert mentioned contacting a Board chair when staff couldn’t explain how they were going to pay back a loan after circumstances changed.
Despite everyone’s best intentions and due diligence, sometimes PRIs do go bad. It’s important to monitor such loans carefully, structure reasonable agreements and and weigh the pro’s and con’s of pursuing the funds to the bitter end.
One more summary thought after the day:
There is considerable divergence of views about whether PRI’s are more loan or more grant-like. As Josh Mintz so memorably said, are these “grants in drag” or are we serious about collection?