Canada Enterprise Emergency Funding Corporation (CEEFC) and Innovation Science and Economic Development Canada (ISED) – Large Employer Emergency Financing Facility (LEEFF) (2021)

Description:

The Large Employer Emergency Financing Facility (LEEFF) program will provide emergency funding support for large Canadian enterprises facing financial challenges in light of the economic impact of the global COVID-19 pandemic.

Comments on Funding:

Funding will take the form of loans of $60 million and above, based on the applicant’s cash flow needs for the next 12 months. The loan size for each applicant will be assessed on a case by case basis based on demonstrated need.

Loan terms and conditions:

  • Size/Principal Amount: the loan will be provided by way of two loan facilities: an unsecured facility equal to 80% of the aggregate loan and a secured facility equal to 20% of the aggregate loan amount. The minimum aggregate loan will be $60 million. The loan will be advanced in tranches over 12 months.
  • Interest Rate: with respect to the unsecured facility, cumulative at 5% per annum payable quarterly in arrears. The interest rate will increase to 8% per annum on the one-year anniversary and will increase by a further 2% per annum each year thereafter. To reduce cash pressures, interest may be paid in-kind for the first two years of the loan. For the secured facility, the interest rate will be based on the interest rate of the borrower’s existing secured debt.
  • Term: the duration of the unsecured facility will be five years. The duration of the secured loan facility will match that of the borrower’s existing secured debt. The borrower may prepay the loan at any time without penalty.
  • Restrictions: the borrower will be subject to certain operating requirements while the loan is outstanding including (i) prohibitions on dividends, capital distributions and share repurchases, and (ii) certain executive compensation restrictions.
  • Covenants: the borrower will be subject to certain affirmative covenants while the loan is outstanding including (i) performance of obligations under existing pension plans; (ii) performance of material obligations under applicable collective bargaining agreements; and (iii) publishing an annual climate‑related financial disclosure report, highlighting how corporate governance, strategies, policies and practices will help manage climate-related risks and opportunities; and contribute to achieving Canada’s commitments under the Paris Agreement and goal of net zero by 2050.
  • Governance: CEEFC will reserve the right to appoint an observer to the board of the borrower.
  • Conditions: certain conditions will need to be satisfied before the initial advance of funds, which will include certain waivers from existing lenders or bondholders of the borrower.

In addition to the security interest on the secured facility and the interest rate charged for the loans, if the borrower is a Canadian public company (or the private subsidiary of a Canadian public company), the borrower must issue warrants with the option to purchase the borrower’s (or parent public company’s) common shares totaling 15% of the principal amount or receive cash consideration equivalent to the value of the warrants.

The warrants will enable CEEFC to share in the upside of the borrower’s recovery. These warrants may be settled with the borrower prior to being exercised or sold to third party buyers after the loan is repaid. Borrowers without publicly-traded shares will be required to provide CEEFC with compensation in the form of additional fees at a level commensurate to the value of the warrants for public company borrowers

Eligibility:

Applicant must be:

  • be large Canadian employers who:
  • have a significant impact on Canada’s economy, as demonstrated by (i) having significant operations in Canada or (ii) supporting a significant workforce in Canada;
  • can generally demonstrate approximately $300 million or more in annual revenues; and
  • require a minimum loan size of $60 million.
  • be large for-profit enterprises in all sectors, except for those in the financial sector;
  • commit to minimizing the loss of employment and sustaining their domestic business activities, and must demonstrate that funding under LEEFF forms part of their overall plan to return to financial stability. 

Certain not-for-profit enterprises, such as airports, could also be eligible. Companies that have been found guilty of tax evasion are not eligible under the program.

Applications Steps:

Other Things to Note:

CEEFC is a subsidiary of CDEV (Canada Development Investment Corporation) that has been formed to administer the Large Employer Emergency Financing Facility (LEEFF). CEEFC’s and CDEV’s mandate relates exclusively to the Government of Canada’s LEEFF Program.

Covid Related Measures:

COVID business support program

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