LARGE EMPLOYER EMERGENCY FINANCING FACILITY FACTSHEET
What is the Large Employer Emergency Financing Facility (“LEEFF”)?
LEEFF is a program instituted by the Government of Canada to provide short-term liquidity assistance in the form of interest-bearing term loans to large Canadian employers who have been affected by the COVID-19 outbreak. The intent of LEEFF is to provide bridge financing to large Canadian employers to help these enterprises to preserve their employment, operations and investment activities until they can access more traditional market financing. LEEFF will be delivered through Canada Enterprise Emergency Funding Corporation (CEEFC), a subsidiary of Canada Development Investment Corporation (CDEV), in cooperation with Innovation, Science and Economic Development Canada (ISED) and the Department of Finance. LEEFF is part of Canada’s COVID-19 Economic Response Plan to support Canadian families and businesses facing hardship as a result of the global COVID-19 outbreak.
Who is eligible?
LEEFF will be open to large Canadian employers who (a) 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; (b) can generally demonstrate approximately $300 million or more in annual revenues; and (c) require a minimum loan size of $60 million. Large for-profit enterprises in all sectors, except for those in the financial sector, can apply for funding under LEEFF. 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.
Companies seeking support must 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. Broader sectoral dynamics for LEEFF applicants will be considered through processes led by Innovation, Science and Economic Development Canada. Smaller firms are eligible for other Government of Canada COVID-19 Economic Response programs, such as the Business Credit Availability Program or other credit support programs offered by the Business Development Bank of Canada or Export Development Canada.
How much assistance is available?
Canada is making available 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.
What is the application process?
Applicants should register their interest at LEEFF-CUGE@cdev.gc.ca. A CEEFC representative will promptly send applicants a non-disclosure agreement, application form and instructions. The application form will request important information relating to the applicant and its financial condition.
Applicants will be contacted by both representatives of CEEFC and ISED Canada to begin the process.
Is there a deadline?
LEEFF will be open while the current economic situation persists.
What are the terms and conditions of the loan?
The terms and conditions will be commercial in nature. The key terms are provided below.
- 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.
How will CEEFC be compensated?
LEEFF is designed to help Canadian companies but also protect the interests of Canadian taxpayers. 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.