If you hold a private mortgage note and need cash, you have two main paths.
You can sell the note to a buyer. Or you can use it as collateral for a loan and keep it.
Both work. But they have very different costs, tax consequences, and long-term impacts. We're a hypothecation lender, so you'd expect us to tell you hypothecation is always better. We won't. Sometimes selling is the right call. Here's how to decide which one is right for you.
How Selling Works
You find a note buyer (or multiple buyers), they evaluate your note, and they make an offer. That offer is always less than the outstanding balance, typically 60-80 cents on the dollar for notes with rates below current market rates.
Why the discount? Because the buyer needs a return that's higher than your note's interest rate. If your note pays 5% and the buyer needs 12%, they can't pay you full price. The math forces the price down. (We explain this in detail in our guide on how note buyers price mortgage notes.)
Once you agree on a price, you transfer the note via a full assignment, the buyer takes over collecting payments, and you receive a lump sum. Capital gains taxes apply to the gain. You're done. No more note, no more income from that borrower.
How Hypothecation Works
Instead of selling, you pledge the note as collateral for a loan. You keep the note, keep collecting payments from your borrower, and receive a lump sum of cash.
You make monthly interest-only payments to the lender (typically covered by the cash flow from your note), and at the end of the loan term (usually 12-24 months), you repay the principal. The lender releases the collateral assignment and returns your original note.
Because it's a loan, not a sale, the IRS doesn't treat it as a taxable event. No capital gains. No discount. You borrow against the note's value rather than giving it up.
For a deeper explanation, see our complete guide to note hypothecation.
The Side-by-Side Comparison
Here's how the two options stack up across every factor that matters:
Cash you receive. Selling: 60-80% of the note's value after the buyer's discount. Hypothecation: the exact amount you need (up to 50% of the note's value).
Taxes. Selling: capital gains tax of 15-20% (plus state tax in most states). Hypothecation: $0. It's a loan.
Your note after. Selling: gone. Transferred to the buyer permanently. Hypothecation: still yours. The collateral assignment is released when you repay.
Monthly income after. Selling: stops permanently. The buyer collects future payments. Hypothecation: continues. Your borrower keeps paying you, and those payments typically cover your loan interest with room to spare.
Timeline to cash. Selling: 2-6 weeks. Hypothecation: as fast as 72 hours once we have your documentation.
Who controls the process. Selling: the buyer sets the price based on their yield requirement. Hypothecation: you choose the loan amount based on what you actually need.
Long-term wealth impact. Selling: permanent loss of the asset and all future income. Hypothecation: temporary cost (interest and fees), but the asset is preserved.
Best for. Selling: people who want out of the note entirely. Hypothecation: people who need cash but want to keep their income stream.
Selling Your Note
Borrowing Against It
When Selling Makes More Sense
We're a hypothecation lender, and even we'll tell you: sometimes selling is the better call.
Selling is the right move when:
- You don't want to manage the note anymore. If the burden of tracking payments, maintaining insurance, and dealing with a borrower isn't worth it, selling gives you a clean exit.
- The borrower is unreliable. If payment history is spotty and you're worried about default, getting out now may be smarter than holding on.
- You're simplifying your finances. If you're retiring and want fewer assets to manage, selling converts the note to cash and simplifies your life.
- You need more than 50% of the note's value. Hypothecation is limited to about 50% of the note's unpaid balance. If you need more than that, selling may be your only option.
- The note rate is high enough that the discount is small. If your note pays 10% and a buyer only needs 12%, the discount is modest. The math may favor selling.
If you're done with the note and want a clean break, that's a perfectly valid decision. Don't let anyone tell you otherwise.
When Hypothecation Makes More Sense
Hypothecation is the right move when:
- You need a specific amount that's less than 50% of your note's value. Why sell the whole thing when you only need a portion?
- You want to keep your monthly income. That $1,500 or $2,000 a month may be essential to your budget. Selling eliminates it permanently.
- You want to avoid capital gains taxes. For notes with significant gains, the tax bill from selling can be $30,000 to $100,000 or more.
- You need cash temporarily. If you're funding an investment, covering a medical bill, or bridging a gap, and you plan to repay within 1-2 years, hypothecation preserves your long-term income stream.
- Your note rate is well below current market rates. The lower your rate, the bigger the discount a buyer will demand. A 4.5% note takes a much larger haircut than a 9% note. The discount makes selling especially expensive for lower-rate notes.
The Math at a Glance
Let's look at a quick example. David holds a $200,000 note at 5% with 25 years remaining, and he needs $80,000.
If David sells: A buyer at a 12% yield would offer about $111,010 for the note. After 20% capital gains tax ($22,202), David walks away with roughly $88,808. He gets his $80,000, but the total cost is $111,192 in lost value (discount plus taxes). And he loses $1,169 a month in income, permanently.
If David borrows against the note: He takes an $80,000 loan at 12% interest-only for 24 months. His total cost: $21,670 in interest and fees. His note payments of $1,169 cover the $800 monthly loan interest with $369 to spare. He keeps the note, keeps the income, and pays zero in taxes.
The cost difference: $89,522. That's what David saves by not selling.
For the complete dollar-for-dollar math on a full deal (with every cost itemized), see our Deal Math Walkthrough.
Not Sure Which Path Is Right?
Tell us about your note. We'll walk you through both options with your specific numbers. If selling makes more sense for your situation, we'll tell you that. If hypothecation is the better path, we'll show you exactly what it costs and what your cash flow looks like.
No obligation either way. Just the honest math.
For more on what your note is worth, see how much is my mortgage note worth. For the tax side, see taxes when selling a mortgage note.
Frequently Asked Questions
Can I do both? Sell part and hypothecate the rest?
Not simultaneously on the same note. You can sell a partial (a defined number of payments), or you can hypothecate the entire note. But you can't do both at the same time on the same instrument. If you hold multiple notes, you could sell one and hypothecate another.
What if I'm not sure how much cash I need?
That's actually an argument for hypothecation. With selling, you commit to a full sale and lose the entire note. With hypothecation, you choose the exact loan amount you need, up to 50% of the note's value. You're not forced to over-sell just to get enough cash.
Is hypothecation faster than selling?
Usually, yes. Selling a note typically takes 30-45 days from first contact to funding. Hypothecation can fund in as little as 72 hours once we have your documentation, because we're not buying the note, just lending against it. The due diligence process is faster.
What if I try hypothecation and later decide to sell?
You can sell at any time after you repay the loan and the collateral assignment is released. Hypothecation doesn't prevent a future sale. It just gives you time and cash flow while you decide.
Still exploring your options?
Leave your info and we'll send you a quick overview of how note holders are accessing cash without selling. No spam, no pressure.
Ready to see your options?
Get a free, no-obligation proposal. We'll show you the numbers for your specific note.
Get Your Proposal