In connection with the collaboration and license agreements with TI and the advanced royalty payments provided thereunder (the "TI Pre-paid Royalty Fee”), LeddarTech entered into: a fourteenth amending agreement (the "Fourteenth Amending Agreement”) with Fédération des caisses Desjardins du Québec ("Desjardins”) with respect to the amended and restated financing offer dated as of April 5, 2023 (the "Desjardins Credit Facility”), pursuant to which Desjardins has agreed to, among other things: (i) temporarily postpone payment of interest for the months of July through December 2024 until the earlier of (x) the date of the final disbursement of one or several equity investments in the borrower for minimum gross proceeds amount of US$35,000,000 in the aggregate (the "Short-Term Outside Date”), and (y) January 31, 2025 assuming the disbursement to LeddarTech of the full first installment of the TI Pre-paid Royalty Fee; and (ii) temporarily suspend the minimum cash covenant under the Desjardins Credit Facility until the earlier of (x) December 13, 2024, and (y) the date of disbursement to LeddarTech of the full first installment of the TI Pre-paid Royalty Fee, after which time LeddarTech will be required to maintain a minimum cash balance of C$1,000,000 until the earlier of (x) the Short-Term Outside Date, and (y) January 31, 2025, and a minimum cash balance of C$5,000,000 at all times after such date.a second amending agreement (the "Second Amending Agreement”) with the initial bridge lenders and certain members of management and the board of directors (collectively, the "Bridge Lenders”) with respect to the bridge financing offer dated as of August 16, 2024 (the "Bridge Financing Offer”) pursuant to which the Bridge Lenders have agreed, among other things, to extend the maturity of the bridge loan to December 13, 2024, which date will automatically be extended upon the disbursement by TI to LeddarTech of the full first installment of the TI Pre-paid Royalty Fee, to the earlier of (x) January 31, 2025 and (y) the business day following the Short-Term Outside Date.
Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: (i) the possibility that anticipated benefits of LeddarTech’s recent business combination will not be realized; (ii) the risk that shareholder litigation in connection with the business combination or other settlements or investigations may result in significant costs of defense, indemnification and liability; (iii) changes in general economic and/or industry-specific conditions; (iv) possible disruptions from the business combination that could harm LeddarTech’s business; (v) the ability of LeddarTech to retain, attract and hire key personnel; (vi) potential adverse reactions or changes to relationships with customers, employees, suppliers or other parties; (vii) potential business uncertainty, including changes to existing business relationships following the business combination that could affect LeddarTech’s financial performance; (viii) legislative, regulatory and economic developments; (ix) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism, outbreak or escalation of war or hostilities and any epidemic, pandemic or disease outbreak (including COVID-19), as well as management’s response to any of the aforementioned factors; (x) access to capital and financing and LeddarTech’s ability to maintain compliance with debt covenants; (xi) LeddarTech’s ability to execute its business model, achieve design wins and generate meaningful revenue; and (xii) other risk factors as detailed from time to time in LeddarTech’s reports filed with the U.S.
The Fourteenth Amending Agreement to the Desjardins Credit Facility also provides for a monthly payment by LeddarTech to Desjardins of C$125,000 until the Short-Term Outside Date, which payments will be due and payable on the earlier of the Short-Term Outside Date and December 13, 2024, provided that if the full first installment of the TI Pre-paid Royalty Fee is received on or before December 13, 2024, the deferral will extend to the earlier of (x) the Short-Term Outside Date, and (y) January 31, 2025.
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